SEC Form 4 · accession 0001209191-16-151335

NANOPHASE TECHNOLOGIES Corp · NANX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

James A McClung

Director

Period of report

Nov 17, 2016

Accepted (ET)

Nov 21, 2016 · 9:44 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000883107

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	holding	—	—		—	30,071	I	By Wife
Common Stock	holding	—	—		—	17,582	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Appreciation Right^F5	$1.18	Nov 17, 2016	D	15,750	D	—	—	Common Stock	15,750	0	D
Stock Option (right to buy)^F8	$0.90	Nov 17, 2016	A	2,250	A	Nov 17, 2016	Nov 17, 2026	Common Stock	2,250	2,250	D
Stock Option (right to buy)^F8	$1.05	Nov 17, 2016	A	2,250	A	Nov 17, 2016	Nov 17, 2026	Common Stock	2,250	2,250	D
Stock Option (right to buy)^F8	$1.18	Nov 17, 2016	A	2,250	A	Nov 17, 2016	Nov 17, 2026	Common Stock	2,250	2,250	D
Stock Option (right to buy)^F8	$0.84	Nov 17, 2016	A	2,250	A	Nov 17, 2016	Nov 17, 2026	Common Stock	2,250	2,250	D
Stock Option (right to buy)^F8	$1.85	Nov 17, 2016	A	2,250	A	Nov 17, 2016	Nov 17, 2026	Common Stock	2,250	2,250	D
Stock Option (right to buy)^F8	$1.10	Nov 17, 2016	A	2,250	A	Nov 17, 2016	Nov 17, 2026	Common Stock	2,250	2,250	D
Stock Option (right to buy)^F8	$0.99	Nov 17, 2016	A	2,250	A	Nov 17, 2016	Nov 17, 2026	Common Stock	2,250	2,250	D
Stock Option (right to buy)^F1	$1.36	holding	—	—	—	Jan 31, 2012	Jan 31, 2021	Common Stock	12,000	12,000	D
Deferred Common Stock^F2,F3,F4	—	holding	—	—	—	—	—	Common Stock	2,250	21,596	D
Stock Option (right to buy)^F1	$0.30	holding	—	—	—	Aug 7, 2013	Aug 7, 2022	Common Stock	12,000	12,000	D
Stock Option (right to buy)^F1	$0.415	holding	—	—	—	Feb 14, 2014	Feb 14, 2023	Common Stock	12,000	12,000	D
Stock Option (right to buy)^F6	$0.52	holding	—	—	—	Feb 13, 2015	Feb 13, 2024	Common Stock	12,000	12,000	D
Stock Option (right to buy)^F7	$0.44	holding	—	—	—	Feb 18, 2016	Feb 18, 2025	Common Stock	10,800	10,800	D
Stock Option (right to buy)^F1	$0.42	holding	—	—	—	Feb 23, 2017	Feb 23, 2026	Common Stock	9,720	9,720	D

Explanation of responses

F1Subject to certain rights and restrictions, beginning on this date, options vest in three equal annual installments.
F2Each share of deferred common stock represents a right to receive one share of common stock.
F3The deferred common stock becomes payable upon the reporting person's termination of service as a director of the Company.
F4Pursuant to such plan, the reporting person elected to defer receipt of such shares and receive a cumulative total of 21,596 shares of deferred common stock which will all be accounted for under the Company's Non-Employee Director Deferred Compensation Plan.
F5The stock appreciation rights that were to become payable upon the reporting person's termination of service as a director of the Company. 2,250 were issued 4/8/2009 at a conversion price of $0.90, 2,250 were issued 7/1/2009 at a conversion price of $1.05, 2,250 were issued 10/1/2009 at a conversion price of $1.18, 2,250 were issued 1/4/2010 at a conversion price of $0.84, 2,250 were issued 4/1/2010 at a conversion price of $1.85, 2,250 were issued 7/1/2010 at a conversion price of $1.10, and 2,250 were issued 10/1/2010 at a conversion price of $0.99.
F6Beginning on this date, and subject to certain restrictions, the stock options vest in three equal annual installments.
F7Beginning on this date, and subject to certain restrictions, options vest in three equal annual installments.
F8The stock appreciation rights payable upon the reporting person's termination of service as a director of the Company were terminated, with stock options issued at identical exercise prices to the conversion prices of the respective stock appreciation rights. 2,250 were issued with an exercise price of $0.90, 2,250 were issued with an exercise price of $1.05, 2,250 were issued with an exercise price of $1.18, 2,250 were issued with an exercise price of $0.84, 2,250 were issued with an exercise price of $1.85, 2,250 were issued with an exercise price of $1.10, and 2,250 were issued with an exercise price of $0.99.