SEC Form 4 · accession 0001209191-15-002119
ACURA PHARMACEUTICALS, INC · ACUR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
George K Ross
Director
Period of report
Jan 2, 2015
Accepted (ET)
Jan 6, 2015 · 4:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000786947
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Jan 2, 2015 | M | 11,030 | — | A | 14,030 | D | |
| Common StockF5,F3 | Jan 2, 2015 | F | 246 | $0.45 | D | 13,784 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF7,F2,F6 | — | Jan 2, 2015 | M | 11,030 | D | — | — | Common Stock | 11,030 | 25,734 | D |
| Restricted Stock UnitsF5,F8,F2,F6 | — | Jan 2, 2015 | D | 7,352 | D | — | — | Common Stock | 7,352 | 18,382 | D |
| Restricted Stock UnitsF7,F2,F9 | — | Jan 2, 2015 | A | 51,546 | A | — | — | Common Stock | 51,546 | 51,546 | D |
Explanation of responses
- F1Represents exchange of Restricted Stock Units.
- F2Par value of $.01 must be paid by Reporting Person upon exchange of Restricted Stock Units for cash or stock
- F3Does not include Restricted Stock Units.
- F4For payment of par value of $.01 per share.
- F5Represents closing price of Issuer's common stock on December 31, 2014.
- F650% of Restricted Stock Units vested on June 30, 2014; 25% vested on September 30, 2014 and 25% vested on December 31, 2014. Restricted Stock Units are exchanged for cash or stock on January 2, 2015, absent an election by Reporting Person. Reporting Person elected to defer distributions with respect to 50% (18,382) of Restricted Stock Units so that they are paid in three equal installments on January 1 of 2016, 2017 and 2018. Reporting Person elected to exchange 40% (7,352) of remaining Restricted Stock Units for cash (less par value of $.01 per share) and 60% of remaining Restricted Stock Units (11,030) on a one for one basis for common stock, in each case upon payment of, or deduction of par value.
- F7N/A
- F8Does not include par value of $.01 that must be paid or deducted upon exchange for cash.
- F925% of Restricted Stock Units vest on the last day of each of March, June, September and December 2015. Reporting Person may elect to exchange up to 40% of Restricted Stock Units for cash and the remaining Restricted Stock Units will be exchanged on a one for one basis for common stock, in each case upon payment of, or deduction of par value. Distributions in respect of vested Restricted Stock Units will be made on the first business day of January 2016.