SEC Form 4 · accession 0001104659-17-032411
Aralez Pharmaceuticals Inc. · ARLZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Seth Rudnick
Director
Period of report
May 11, 2017
Accepted (ET)
May 12, 2017 · 9:51 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001660719
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares, without par valueF2 | May 11, 2017 | A | 7,500 | $0.00 | A | 86,891 | D | |
| Common Shares, without par valueF3 | holding | — | — | — | 30,000 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Director Stock Option (right to buy)F4 | $1.56 | May 11, 2017 | A | 15,000 | A | — | May 11, 2027 | Common Stock, without par value | 15,000 | 15,000 | D |
Explanation of responses
- F1Restricted Stock Units, all of which vest on May 11, 2018, subject to the director's continued service on the Board as of such date. Vested shares will be delivered to the Reporting Person on the earlier of the date that the Reporting Person ceases to provide services to the Board and the date of a Change of Control, as defined in the Issuer's 2016 Amended and Restated Long-Term Incentive Plan, in either case provided that the Restricted Stock Units are vested on such date.
- F2Includes 79,391 shares of Common Stock and 7,500 Restricted Stock Units.
- F3These shares are held in the Seth A. Rudnick 2014 GST Trust U/A Dated 03/01/2014 (the "Trust") for the benefit of the Reporting Person's heirs. The Reporting Person's spouse is trustee of the Trust. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F4The option vests in one installment on May 11, 2018, subject to the director's continued service on the Board as of such date.