SEC Form 4 · accession 0001615774-19-000645
ATOSSA GENETICS INC · ATOS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven C Quay
Officer — President & CEO · Director
Period of report
Jan 13, 2019
Accepted (ET)
Jan 15, 2019 · 4:10 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001488039
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $2.38 | Jan 13, 2019 | D | 2,300,000 | D | — | Jun 27, 2028 | Common Shares | 2,300,000 | 0 | D |
| Stock Option (Right to Buy)F3 | $1.36 | Jan 13, 2019 | A | 2,300,000 | A | — | Jan 13, 2029 | Common Shares | 2,300,000 | 2,300,000 | D |
Explanation of responses
- F1The June 27, 2018 options are being rescinded and a new option is being granted in order to: (i) impose a shareholder-approval requirement for the new option grant, and (ii) remove the cash settlement feature and associated liability from the June 27, 2018 grant.
- F2Twenty-five percent of the options were vested as of the grant date (June 27, 2018), 50% of the options will vest quarterly over two years from the grant date, and the remaining 25% will vest upon achievement of certain milestones.
- F3Subject to stockholder approval of the option grant, the option will vest and be exercisable with respect to: (i) 25% of the underlying shares as of the grant date (January 13, 2019), (ii) 50% of the underlying shares over a two-year period (vesting ratably quarterly) from June 27, 2018, and (iii) 25% of the underlying shares upon achievement of certain milestones. If the option grant is not approved by stockholders, then the option will not be exercisable.