SEC Form 4 · accession 0001144204-17-053194
SCI Engineered Materials, Inc. · SCIA.OB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Daniel Rooney
Officer — CHAIRMAN, CEO, AND PRESIDENT · Director
Period of report
Oct 18, 2017
Accepted (ET)
Oct 19, 2017 · 2:10 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000830616
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, without par valueF1 | Oct 18, 2017 | M | 16,224 | $0.84 | A | 80,876 | D | |
| Common stock, without par valueF1 | Oct 18, 2017 | F | 10,095 | $1.35 | D | 70,781 | 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 BuyF2 | $0.84 | Oct 18, 2017 | M | 16,224 | D | Nov 7, 2016 | Nov 6, 2024 | Common stock, without par value | 16,224 | 229,631 | D |
Explanation of responses
- F1Reflects 10,095 shares withheld by the Issuer at the market price of $1.35 per share less an exercise price of $0.84 per share to fund the cashless exercise of 16,224 options.
- F2Stock options under the Issuer's 2006 Stock Option Plan. The option shares are fully vested.
- F3The transactions reported above in Table I reflect the cashless exercise of stock options. The cashless exercise for the options is reported in two lines. The first line of the cashless exercise transaction is coded M in column 3 of Table I and reports in column 4 the number of shares issuable upon exercise of the options had cash been paid to exercise the options, together with the exercise price with Code A for acquired. The line coded F in column 3 of Table I relates to the same cashless exercise on the preceding line and reports in Column 4 the number of shares deducted from the total number of shares issuable to pay for the cashless exercise of such options with Code D for disposed.
- F4Where the number of shares deducted for cashless exercise is a fraction, the number has been rounded to the nearest whole number of shares. The number of shares on a net basis actually owned by the Reporting Person after the cashless exercise of each option is the amount by which the first line for each cashless exercise exceeds the second line for the same cashless exercise. All transactions are exempt from Section 16(b) by reason of Rule 16b-3. The transactions reported in Table II above, reflect the disposition of the same stock options whose cashless exercise is disclosed in Table I above.