SEC Form 4 · accession 0001624191-17-000001
PROLUNG INC · LUNG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven C Eror
Officer — CEO and President · Director
Period of report
Aug 24, 2017
Accepted (ET)
Aug 28, 2017 · 8:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001541884
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy) | $1.00 | Aug 24, 2017 | A | 20,000 | A | Aug 24, 2017 | Aug 24, 2027 | Common Stock | 20,000 | 20,000 | D |
| Employee Stock Option (right to buy)F1 | $1.00 | Aug 24, 2017 | A | 20,000 | A | — | Aug 24, 2027 | Common Stock | 20,000 | 20,000 | D |
| Employee Stock Option (right to buy)F2 | $1.00 | Aug 24, 2017 | A | 1,200,000 | A | — | Aug 24, 2027 | Common Stock | 1,200,000 | 1,200,000 | D |
Explanation of responses
- F1The option vests in four equal quarterly installments: September 30, 2017; December 31, 2017; March 31, 2018; and June 30, 2018.
- F2The option is not exercisable unless and until ProLung, Inc. (the "Company") obtains the necessary approvals from the U.S. Food and Drug Administration with respect to the marketing and sale in commerce of the Company's Electro Pulmonary Nodule Scan and related devices for any claim of use related to screen or preliminary screen for node or other indicia of cancer ("FDA Approval"). To the extent FDA Approval is obtained prior to January 1, 2020, the option shall vest as follows: 1,200,000 shares of Common Stock if FDA Approval is obtained on or before January 1, 2018; 900,000 shares of Common Stock if FDA Approval is obtained after January 1, 2018 and on or before July 1, 2018; 600,000 shares of Common Stock if FDA Approval is obtained after July 1, 2018 and on or before January 1, 2019; 300,000 shares of Common Stock if FDA Approval is obtained after January 1, 2019 and on or before January 1, 2020.