SEC Form 4 · accession 0001553350-19-000009
HEAT BIOLOGICS, INC. · HTBX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey Alan Wolf
Officer — Chief Executive Officer · Director
Period of report
Jan 1, 2019
Accepted (ET)
Jan 3, 2019 · 4:50 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001476963
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Jan 1, 2019 | A | 800,000 | $0.00 | A | 848,317 | D | |
| Common StockF3,F2,F4 | holding | — | — | — | 77,172 | I | See Footnotes | |
| Common StockF3,F2,F5 | holding | — | — | — | 71,620 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF6 | $1.06 | Jan 1, 2019 | A | 800,000 | A | Jan 1, 2019 | Jan 1, 2029 | Common Stock | 595,588 | 800,000 | D |
Explanation of responses
- F1The 800,000 restricted shares of Heat Biologics, Inc. (the "Company") common stock, $0.0002 par value per share (the "Common Stock"), vest as follows: 50% vest immediately, 30% vest on the one year anniversary of the date of grant, 10% vest on the two year anniversary of the date of grant and 10% vest on the three year anniversary of the date of grant.
- F2Does not include 26,468 shares held by Mr. Wolf's children's trust (the "Trust"). Mr. Wolf is not the trustee, nor does he claim beneficial ownership of the Trust. Mr. Wolf disclaims beneficial ownership of the shares of Common Stock held by Orion, Seed-One and the Trust except to the extent of any pecuniary interest (as defined in Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934, as amended) that he may have in such entities.
- F3The share numbers reflect the one for ten reverse stock split effected by the Company on January 19, 2018.
- F4Held by Orion Holdings V, LLC ("Orion"). Mr. Wolf is managing member of Orion.
- F5Held by Seed-One Holdings VI, LLC ("Seed-One"). Mr. Wolf is managing member of Seed-One.
- F6The stock options to purchase 800,000 shares of Common Stock vest as follows: 50% vest immediately, 30% vest on the one year anniversary of the date of grant, 10% vest on the two year anniversary of the date of grant and 10% vest on the three year anniversary of the date of grant.