SEC Form 4 · accession 0001140361-15-034452
Synthetic Biologics, Inc. · SYN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Sep 2, 2015
Accepted (ET)
Sep 4, 2015 · 2:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000894158
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Sep 2, 2015 | P | 937,500 | $3.20 | A | 9,613,268 | I | by Intrexon |
| Common StockF3 | holding | — | — | — | 3,625,000 | I | by NRM VII Holdings |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On September 2, 2015 and pursuant to a Stock Issuance Agreement between the issuer and Intrexon Corporation ("Intrexon") dated August 10, 2015, the issuer issued 937,500 shares of its Common Stock to Intrexon in consideration for the execution and delivery of an Exclusive Channel Collaboration Agreement dated August 10, 2015 between the issuer and Intrexon.
- F2Randal J. Kirk, directly and through certain affiliates, has voting and dispositive power over a majority of the outstanding capital stock of Intrexon. Mr. Kirk may therefore be deemed to have voting and dispositive power over the shares of the issuer owned by Intrexon. Shares held by Intrexon may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.
- F3Randal J. Kirk controls NRM VII Holdings I, LLC ("NRM VII Holdings"). Shares held by this entity may be deemed to be indirectly beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein.