SEC Form 4 · accession 0001140361-15-034396
Trilogy Metals Inc. · TMQ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Philip ONeill
Director
Period of report
Sep 2, 2015
Accepted (ET)
Sep 3, 2015 · 5:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001543418
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Sep 2, 2015 | M | 149,999 | $0.54 | A | 149,999 | D | |
| Common SharesF1,F2 | Sep 2, 2015 | S | 8,500 | $0.6359 | D | 141,499 | D | |
| Common SharesF3 | Sep 2, 2015 | S | 61,500 | $0.4802 | D | 79,000 | D | |
| Common SharesF4 | holding | — | — | — | 2,784,000 | I | Gold First Investment Limited |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Arrangement OptionsF5,F6,F1 | $0.54 | Sep 2, 2015 | M | 149,999 | D | Jun 19, 2015 | Sep 17, 2015 | Common Shares | 149,999 | 0 | D |
Explanation of responses
- F1Reflected in Canadian dollars,
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from Cdn$0.63 to Cdn$0.64, inclusive. The reporting person undertakes to provide to NovaCopper Inc., any shareholder of NovaCopper Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price reported in this footnote.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.4752 to $0.50, inclusive. The reporting person undertakes to provide to NovaCopper Inc., any shareholder of NovaCopper Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price reported in this footnote
- F4Held by Gold First Investment Limited. The Reporting Person is one of three directors of Gold First Investment Limited and may, accordingly, be deemed to beneficially own such shares. The Reporting Person owns one-third of Notela Resource Advisors Ltd., which controls 60% of Gold First Investment Limited. The Reporting Person disclaims beneficial ownership of such shares except for his pecuniary interest therein.
- F5In connection with an arrangement agreement between NovaCopper Inc. and Sunward Resources Ltd. ("Sunward"), announced on April 23, 2015, pursuant to which NovaCopper Inc. acquired Sunward (the "Arrangement") on June 19, 2015 , the Reporting Person received options of NovaCopper Inc. in exchange for outstanding options of Sunward held by the Reporting Person entitling the Reporting Person to 0.3 shares of NovaCopper Inc. for each option of Sunward held immediately prior to the effective time of the Arrangement. In connection with the Arrangement, shareholders of Sunward received 0.3 shares of the Issuer for each share of Sunward
- F6The Form 4 filed on June 23, 2015 erroneously over-reported the number of options by one (150,000 options instead of 149,999 options).