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Filing Details

Accession Number:: 0001104659-10-055361
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2010-11-03 06:03:59
Reporting Period:: 2010-08-13

Filing Date:: 2010-11-03
Accepted Time:: 2010-11-03 06:03:59
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
744962	Nutrition 21 Inc	NXXI	Biological Products, (No Disgnostic Substances) (2836)	112653613

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1498510	A David Holmes	265 Harrison Avenue Kearny NJ 07032		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2010-11-02	3,725,719	$0.02	18,725,719	No	4	P	Indirect	By Pharmachem Laboratories, Inc.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Pharmachem Laboratories, Inc.

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Convertible Preferred Shares Series J 8%	Acquisiton	2010-11-02	3,000	$281.37	2,467,511	$1.22
Common Stock	Warrants	Acquisiton	2010-11-02	1,134,966	$0.00	1,134,966	$1.22
Common Stock	Warrants	Acquisiton	2010-11-02	777,778	$0.00	777,778	$2.20

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
21,193,230			No	4	P	Indirect
22,328,196	2008-03-11	2013-03-11	No	4	P	Indirect
23,105,974	2008-03-11	2013-03-11	No	4	P	Indirect

Footnotes

The securities reported herein (the "Securities") are owned by Pharmachem Laboratories, Inc.
The Securities may be deemed to be indirectly beneficially owned by David A. Holmes under Rule 16a-1(a)(2)(iii), since David Holmes is the controlling shareholder of Pharmachem Laboratories, Inc.
Anytime after September 10, 2007.
According to the Certificate of Amendment of the Certificate of Designation of the Company which creates the Series J 8% Convertible Preferred Stock and was filed with the Securities Exchange Commission on September 12, 2007, the preferred shares are convertible at any time at the option of the holder. Additionally, on the fourth anniversary of the issue date, the Company shall redeem the then outstanding Preferred Stock.
This Number Includes (i) 15,000,000 Shares of Common Stock held directly by the Reporting Person; (ii) 3,725, 719 shares of Common Stock acquired By Pharmachem Laboratories, Inc. and indirectly beneficially owned by the reporting person, and (iii) 2,467,511 shares of Common Stock which may be issued by Nutrition 21, Inc. upon conversion of 3,000 shares of Series J8% Convertible Preferred and deemed beneficially owned by the Reporting Person pursuant to Rule 13d-3(d)(1)(i) of the Securities and Exchange Act of 1934, as amended.
This Number Includes (i) 15,000,000 Shares of Common Stock held directly by the Reporting Person; (ii) 3,725, 719 shares of Common Stock acquired By Pharmachem Laboratories, Inc. and indirectly beneficially owned by the reporting person, (iii) 2,467,511 shares of Common Stock which may be issuable by Nutrition 21, Inc. upon conversion of 3,000 shares of Series J8% Convertible Preferred and deemed beneficially owned by the Reporting Person pursuant to Rule 13d-3(d)(1)(i) of the Securities and Exchange Act of 1934, as amended (the "Act"), and (iv) 1,134,966 shares of Common Stock issuable by Nutrition 21, Inc. upon exercise of the warrants and deemed beneficially owned by the Reporting Person pursuant to Rule 13d-3(d)(1)(i) of the Act.
This Number Includes (i) 15,000,000 Shares of Common Stock held directly by the Reporting Person; (ii) 3,725, 719 shares of Common Stock acquired By Pharmachem Laboratories, Inc. and indirectly beneficially owned by the reporting person, (iii) 2,467,511 shares of Common Stock which may be issuable by Nutrition 21, Inc. upon conversion of 3,000 shares of Series J8% Convertible Preferred and deemed beneficially owned by the Reporting Person pursuant to Rule 13d-3(d)(1)(i) of the Securities and Exchange Act of 1934, as amended (the "Act"), (iv) 1,134,966 shares of Common Stock issuable by Nutrition 21, Inc. upon exercise of the warrants and deemed beneficially owned by the Reporting Person pursuant to Rule 13d-3(d)(1)(i) of the Act, and (v) 777,778 shares of Common Stock issuable by Nutrition 21, Inc. upon exercise of the warrants and deemed beneficially owned by the Reporting Person pursuant to Rule 13d-3(d)(1)(i) of the Act.
No price was given to the warrants as they were attached to the Convertible Preferred Shares Series J 8%.