- Accession Number:
- Form Type:
- Zero Holdings:
- Publication Time:
- 2014-05-22 16:36:06
- Reporting Period:
- Filing Date:
- Accepted Time:
- 2014-05-22 16:36:06
- SEC Url:
- Form 4 Filing
|Cik||Name||Symbol||Sector (SIC)||IRS No|
|1426800||Ventrus Biosciences Inc||VTUS||Pharmaceutical Preparations (2834)||000000000|
|Cik||Name||Reported Address||Insider Title||Director||Officer||Large Shareholder||Other|
|1374805||H Russell Ellison||99 Hudson Street |
New York NY US 10013
|Chief Executive Officer||Yes||Yes||No||No|
Reported Non-Derivative Transactions
|Sec. Name||Acquisiton - Disposition||Date||Amount||Price||Remaning Holdings||Equity Swap Involved||Form Type||Code||Nature of Ownership||Explanation|
|Equity Swap Involved||Form Type||Code||Nature of Ownership||Explanation|
Reported Derivative Holdings
|Sec. Name||Sec. Type||Price||Date||Expiration Date||Amount||Remaning Holdings||Nature of Ownership|
|Common Stock||Stock Options (right to buy)||$3.81||2024-01-15||395,500||395,500||Direct|
|Common Stock||Restricted Stock Units||$0.00||2016-06-30||200,000||150,000||Direct|
|Common Stock||Phantom Stock||$0.00||50,000||50,000||Direct|
|Common Stock||Stock Options (right to buy)||$8.10||2022-01-15||60,000||60,000||Direct|
|Common Stock||Stock Options (right to buy)||$6.00||2020-12-22||573,599||573,599||Direct|
|Common Stock||Warrants (right to buy)||$7.69||2014-11-08||8,065||8,065||Direct|
|Expiration Date||Amount||Remaning Holdings||Nature of Ownership|
- This transaction was executed in multiple trades at prices ranging from $.8697 to $.87. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder full information regarding the number of shares and prices at which the trades were effected.
- The options vest 1/3 on 1/15/2015, and the remaining 2/3 will vest in equal installments on the second and third anniversaries after 1/15/2014.
- Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- The restricted stock units vest in four equal amounts (25% each) as follows: 25% on the date of grant and 25% when the 20 trading day volume weighted average price of the Issuer's common stock equals or exceeds $4.15, $5.15 and $6.15. The unvested restricted stock units expire on June 30, 2016 if a vesting threshold has not been met by that date.
- Upon the immediate vesting on April 5, 2013 of 50,000 restricted stock units granted to the reporting person on April 5, 2013, the reporting person elected to defer the receipt of those 50,000 shares of common stock, resulting in the accrual to his phantom stock account of 50,000 shares of phantom stock.
- Each share of phantom stock represents the right to receive one share of the Issuer's common stock.
- The phantom stock becomes payable on the earliest to occur of (a) termination of employment, (b) a change in control of the Issuer, or (c) April 1, 2015.
- The options vested 1/3 on 1/15/2013, and the remaining 2/3 will vest in equal installments on the second and third anniversaries after 1/15/2013.
- The options vest 1/3 on 12/22/2010, and the remaining 2/3 will vest in equal installments on the second and third anniversaries after 12/22/2010.
- The warrant vested in three installments on 3/21/08 (2,689 shares), 3/21/2009 (2,688 shares) and 3/21/2010 (2,688 shares).