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Filing Details

Accession Number:: 0000914190-13-000787
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-11-05 10:08:41
Reporting Period:: 2013-10-29

Filing Date:: 2013-11-05
Accepted Time:: 2013-11-05 10:08:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1195116	Arno Therapeutics Inc	ARNI	Pharmaceutical Preparations (2834)	522286452

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1296549	Arie Belldegrun	C/O Arno Therapeutics, Inc. 200 Route 31 North, Suite 104 Flemington NJ 08822		Yes	No	No	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	2013-10-29	66,652	$2.40	86,312	No	4	C	Indirect	MDRB Partnership, L.P.
Common Stock	Acquisiton	2013-10-29	5,000	$2.40	91,312	No	4	A	Indirect	MDRB Partnership, L.P.
Common Stock	Acquisiton	2013-10-29	83,332	$0.00	174,644	No	4	P	Indirect	MDRB Partnership, L.P.
Common Stock	Acquisiton	2013-10-29	88,871	$2.40	93,815	No	4	C	Indirect	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan
Common Stock	Acquisiton	2013-10-29	6,666	$2.40	100,481	No	4	A	Indirect	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	MDRB Partnership, L.P.
No	4	A	Indirect	MDRB Partnership, L.P.
No	4	P	Indirect	MDRB Partnership, L.P.
No	4	C	Indirect	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan
No	4	A	Indirect	Arie S. Belldegrun, M.D. Inc. Profit Sharing Plan

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	8% Senior Convertible Debentures	Disposition	2013-10-29	62,500	$0.00	62,500	$2.40
Common Stock	2012 Series B Warrants (right to buy)	Disposition	2013-10-29	62,500	$0.00	62,500	$2.40
Common Stock	2012 Series B Warrants (right to buy)	Acquisiton	2013-10-29	62,500	$0.00	62,500	$2.40
Common Stock	2013 Series D Warrants (right to buy)	Acquisiton	2013-10-29	83,333	$0.00	83,333	$4.00
Common Stock	2013 Series E Warrants (right to buy)	Acquisiton	2013-10-29	83,333	$0.00	83,333	$2.40
Common Stock	8% Senior Convertible Debentures	Disposition	2013-10-29	83,333	$0.00	83,333	$2.40
Common Stock	2012 Series B Warrants (right to buy)	Disposition	2013-10-29	83,333	$0.00	83,333	$2.40
Common Stock	2012 Series B Warrants (right to buy)	Acquisiton	2013-10-29	83,333	$0.00	83,333	$2.40

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2012-11-26	2015-11-26	No	4	C	Indirect
0	2012-11-26	2014-05-26	No	4	D	Indirect
62,500	2013-10-29	2014-10-31	No	4	A	Indirect
83,333	2013-10-29	2018-10-29	No	4	P	Indirect
83,333	2013-10-29	2014-10-31	No	4	P	Indirect
0	2012-11-26	2015-11-26	No	4	C	Indirect
0	2012-11-26	2014-05-26	No	4	D	Indirect
83,333	2013-10-29	2014-10-31	No	4	A	Indirect

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	2010 Class B Warrants (right to buy)	$3.08	2010-09-09	2015-09-09	52,500	52,500	Indirect
Common Stock	2012 Series A Warrants (right to buy)	$2.40	2012-11-26	2017-11-26	104,166	104,166	Indirect
Common Stock	2012 Series A Warrants (right to buy)	$2.40	2012-11-26	2017-11-26	138,888	138,888	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2015-09-09	52,500	52,500	Indirect
2017-11-26	104,166	104,166	Indirect
2017-11-26	138,888	138,888	Indirect

Footnotes

On October 29, 2013, the Issuer and the holders of Issuer's 2012 8% Senior Convertible Debentures ("Holders"), which included the Reporting Person, entered into a Conversion Agreement ("Conversion Agreement") pursuant to which all Holders agreed to convert all outstanding principal and accrued interest under such debentures at a per share price of $2.40. Shares reflected represent shares issued to Reporting Person upon conversion of $159,967 of principal and accrued interest.
The Reporting Person is the managing partner of the limited partnership that owns the securities. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Pursuant to Conversion Agreement, Issuer also paid to each Holder additional 12 mos. interest for converting the debentures, which amount was satisfied by the issuance of common stock at a price of $2.40 per share. Shares reflected represented issuance in satisfaction of additional interest of $12,000.
The Reporting Person is the trustee of the profit sharing plan that owns the securities.
The reported securities are included within 83,332 Issuer units purchased by the Reporting Person for $2.40 per unit. Each unit consists of one share of common stock, a 2013 Series D Warrant to purchase one share of common stock, and a 2013 Series E Warrant to purchase one share of common stock.
On October 29, 2013, the Issuer and the holders of Issuer's 2012 8% Senior Convertible Debentures ("Holders"), which included the Reporting Person, entered into a Conversion Agreement ("Conversion Agreement") pursuant to which all Holders agreed to convert all outstanding principal and accrued interest under such debentures at a per share price of $2.40. Shares reflected represent shares issued to Reporting Person upon conversion of $213,289 of principal and accrued interest.
Pursuant to Conversion Agreement, Issuer also paid to each Holder additional 12 mos. interest for converting the debentures, which amount was satisfied by the issuance of common stock at a price of $2.40 per share. Shares reflected represented issuance in satisfaction of additional interest of $16,000.
As a result of the Issuer's 10/29/13 private placement of common stock at $2.40/share, the exercise price subject to the 2010 Class B Warrants was automatically adjusted to the exercise price reflected, pursuant to anti-dilution adjustment provisions.
As a result of the Issuer's 10/29/13 private placement of common stock at $2.40/share, the exercise price and number of shares subject to the 2012 Series A Warrants were automatically adjusted to the exercise price and shares reflected, pursuant to anti-dilution adjustment provisions.
The two reported transactions involved an amendment of an outstanding warrant extending the expiration date from 5/26/14 to 10/31/14, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The "old" warrant was originally granted on 11/26/12.