Statement of Changes in Beneficial Ownership (4)
2020年8月5日 - 11:57PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Lough Denver |
2. Issuer Name and Ticker or Trading Symbol
POLARITYTE, INC.
[
PTE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) Prior Director and Officer |
(Last)
(First)
(Middle)
8 EAST BROADWAY, SUITE 320 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/3/2020 |
(Street)
SALT LAKE CITY, UT 84111
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 8/3/2020 | 8/3/2020 | M | | 11111 | A | $0.00 | 7158530 | D | |
Common Stock | 8/4/2020 | 8/5/2020 | F | | 3194 | D | $1.61 | 7155336 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
Remarks: NEW SHARE AWARDS: The Reporting Person (RP) was granted a New Share Award (SA) of 200,000 Restricted Stock Units (RSUs) on August 26, 2019, commencing October 1, 2019. This SA vests over 18 monthly installments. On August 1, 2020, the vested installment (# 11 of 18) of 11,111 shares from the New SA occurred. On August 5, 2020 an official "Transaction Confirmation" from the Issuer's Broker indicating 3,194 shares of the vested 11,111 RSUs were retained for "tax withholding, commission and fees," using a standard "Sell-to-Cover" transaction commonly utilized within the Issuer's Stock Plan Services system. The reported formal Transaction Confirmation's "Settlement Date" is August 5, 2020 per the Issuer's Broker.
PRIOR SHARE AWARDS & DISPUTE: As of this filing, the Reporting Person (RP) remains in dispute with the Issuer regarding delivery and access to PRIOR Share Awards (SAs) that were previously granted to him as a Director and Officer of the Company during 2016 - 2018 and which were included as consideration for the reduction of the summative cash "Separation Payment" as defined within his three year Executive Employment Agreement (EEA) and other formal public filings by the Issuer. These "Dispute Shares" include approximately an additional 1,673,750 shares of the Issuer's common stock. The RP will publicly file detailed information, actions and disclosures for shareholders and regulators with the U.S. Security & Exchange Commission in an updated Schedule 13D/A (Amendment No. 6).
11,111 shares of the Restricted Stock Units (RSUs) included in the 2019 NEW SA grant vested on 8/1/2020 and were distributed on 8/3/2020. 3,194 shares were retained for "tax withholding, commission and fees," using a standard "Sell-to-Cover" transaction, and 7,917 shares were delivered to the RP on 8/5/2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Lough Denver 8 EAST BROADWAY, SUITE 320 SALT LAKE CITY, UT 84111 |
| X |
| Prior Director and Officer |
Signatures
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/s/ Denver M. Lough | | 8/5/2020 |
**Signature of Reporting Person | Date |
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