SEC Form 4 · accession 0001144204-18-038834
Arch Therapeutics, Inc. · ARTH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James R Sulat
Director
Period of report
Jul 16, 2018
Accepted (ET)
Jul 18, 2018 · 2:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001537561
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 16, 2018 | M | 30,000 | $0.37 | A | 260,000 | D |
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 | $0.37 | Jul 16, 2018 | M | 30,000 | D | — | Jun 18, 2023 | Common Stock | 30,000 | 0 | D |
Explanation of responses
- F1Excludes (i) 922,267 shares owned by the Keyes Sulat Revocable Trust; (ii) 41,666 shares owned by the Brenna Keyes Sulat Irrevocable Trust; and (iii) 41,666 shares owned by the Nathaniel Keyes Sulat Irrevocable Trust. Mr. Sulat and his spouse are the co-trustees of each trust, and the members of Mr. Sulat's family are the beneficiaries.
- F233.3% of the shares subject to the option vested on July 1, 2014, and 1/24th of the remaining unvested shares vest monthly thereafter, with all shares underlying the option subject to automatic acceleration of vesting upon a Corporate Transaction or Change in Control (as such terms are defined under the Issuer's 2013 Stock Incentive Plan). To the extent vested, the reporting person must exercise the stock option during the 2018 calendar year, unless the Issuer undergoes a Corporate Transaction or Change in Control which also constitutes a "change in the ownership or effective control, or in the ownership of a substantial portion of the assets" (within the meaning of Code Section 409A) of the Company in a calendar year earlier than 2018, in which case the option must be exercised during such earlier calendar year.