SEC Form 4 · accession 0001144204-17-009671
DERMA SCIENCES, INC. · DSCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert C Cole
Officer — See Remarks
Period of report
Feb 10, 2017
Accepted (ET)
Feb 16, 2017 · 7:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000892160
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 10, 2017 | M | 9,375 | $6.40 | A | 80,711 | D | |
| Common StockF1 | Feb 10, 2017 | F | 8,571 | $7.00 | D | 72,140 | D | |
| Common StockF2 | Feb 14, 2017 | A | 7,100 | $0.00 | A | 79,240 | D | |
| Common StockF3 | Feb 14, 2017 | F | 2,602 | $7.00 | D | 76,638 | 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 buy)F5,F4 | $6.40 | Feb 10, 2017 | M | 9,375 | D | Mar 1, 2007 | Feb 22, 2017 | Common Stock | 9,375 | 0 | D |
| Stock Option (right to buy)F6 | $3.30 | Feb 14, 2017 | A | 21,200 | D | Feb 14, 2017 | Feb 14, 2027 | Common Stock | 21,200 | 21,200 | D |
Explanation of responses
- F1Shares delivered in connection with the cashless exercise of 9,375 options, previously granted pursuant to the issuer's stock option plan, at an exercise price of $6.40, as reported herein.
- F2The shares of common stock reported herein represent restricted stock units issued under the issuer's equity incentive plan in consideration of the reporting person's services to the issuer granted on March 2, 2016, subject to the issuer's satisfaction of certain performance criteria for the fiscal year ending December 31, 2016, and further subject to continued employment through the vesting date. Certain of the performance criteria for 2016 were met, resulting in the vesting of 7,100 restricted stock units.
- F3Shares withheld in connection with the vesting of 7,100 restricted stock units, previously granted pursuant to the issuer's equity incentive plan, at a price of $7.00, as reported herein.
- F4A total of 75,000 of the options were granted pursuant to the issuer's stock option plan on March 1, 2007. Options for 25% of the shares vested immediately and options for the remaining shares vested at the rate of 25% per year starting on February 22, 2008. The revised total of 9,375 options reflects the issuer's 1-for-8 reverse split effective January 1, 2010.
- F5The options were originally granted in consideration of the reporting person's services to the issuer and without payment of cash.
- F6The options reported herein were issued under the issuer's equity incentive plan in consideration of the reporting person's services to the issuer granted on March 2, 2016, subject to the issuer's satisfaction of certain performance criteria for the fiscal year ending December 31, 2016, and further subject to continued employment through the vesting date. Certain of the performance criteria for 2016 were met, resulting in the vesting of 21,200 options.
Remarks
Group President, Traditional Wound Care & Corporate Accounts