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Filing Details

Accession Number:: 0001140361-16-047520
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-01-11 17:56:37
Reporting Period:: 2016-01-06

Filing Date:: 2016-01-11
Accepted Time:: 2016-01-11 17:56:37
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1043961	Transgenomic Inc	TBIO	Laboratory Analytical Instruments (3826)	911789357

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1091823	J Randal Kirk	C/O Third Security, Llc 1881 Grove Avenue Radford VA 24141		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	2016-01-06	922,141	$0.00	1,230,337	No	4	C	Indirect	by Senior Staff 2008
Common Stock	Acquisiton	2016-01-06	1,789,930	$1.00	3,020,267	No	4	P	Indirect	by Senior Staff 2008
Common Stock	Acquisiton	2016-01-06	344,822	$0.00	653,018	No	4	C	Indirect	by Staff 2010
Common Stock	Acquisiton	2016-01-06	1,472,636	$1.00	2,125,654	No	4	P	Indirect	by Staff 2010
Common Stock	Acquisiton	2016-01-06	461,072	$0.00	615,170	No	4	C	Indirect	by Incentive 2010
Common Stock	Acquisiton	2016-01-06	894,965	$1.00	1,510,135	No	4	P	Indirect	by Incentive 2010
Common Stock	Acquisiton	2016-01-06	577,319	$0.00	577,319	No	4	C	Indirect	by Staff 2014
Common Stock	Acquisiton	2016-01-06	317,294	$1.00	894,613	No	4	P	Indirect	by Staff 2014

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	by Senior Staff 2008
No	4	P	Indirect	by Senior Staff 2008
No	4	C	Indirect	by Staff 2010
No	4	P	Indirect	by Staff 2010
No	4	C	Indirect	by Incentive 2010
No	4	P	Indirect	by Incentive 2010
No	4	C	Indirect	by Staff 2014
No	4	P	Indirect	by Staff 2014

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Convertible Preferred Stock	Disposition	2016-01-06	1,034,482	$0.00	344,822	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2016-01-06	577,319	$0.00	577,319	$0.00
Common Stock	Series A Convertible Preferred Stock	Disposition	2016-01-06	1,034,482	$0.00	344,822	$0.00
Common Stock	Series A Convertible Preferred Stock	Disposition	2016-01-06	517,241	$0.00	172,413	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2016-01-06	288,659	$0.00	288,659	$0.00
Common Stock	Series B Convertible Preferred Stock	Disposition	2016-01-06	577,319	$0.00	577,319	$0.00
Common Stock	Series A-1 Convertible Preferred Stock	Acquisiton	2016-01-08	85,882	$0.00	85,882	$0.00
Common Stock	Warrant to Purchase Common Stock	Acquisiton	2016-01-08	64,411	$0.00	0	$1.21
Common Stock	Series A-1 Convertible Preferred Stock	Acquisiton	2016-01-08	42,941	$0.00	42,941	$0.00
Common Stock	Warrant to Purchase Common Stock	Acquisiton	2016-01-08	32,205	$0.00	0	$1.21
Common Stock	Series A-1 Convertible Preferred Stock	Acquisiton	2016-01-08	42,941	$0.00	42,941	$0.00
Common Stock	Warrant to Purchase Common Stock	Acquisiton	2016-01-08	32,205	$0.00	0	$1.21
Common Stock	Series A-1 Convertible Preferred Stock	Acquisiton	2016-01-08	42,941	$0.00	42,941	$0.00
Common Stock	Warrant to Purchase Common Stock	Acquisiton	2016-01-08	32,205	$0.00	0	$1.21

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		No	4	C	Indirect
0		No	4	C	Indirect
0		No	4	C	Indirect
0		No	4	C	Indirect
0		No	4	C	Indirect
0		No	4	C	Indirect
85,882		No	4	P	Indirect
64,411	2021-01-08	No	4	P	Indirect
42,941		No	4	P	Indirect
32,205	2021-01-08	No	4	P	Indirect
42,941		No	4	P	Indirect
32,205	2021-01-08	No	4	P	Indirect
42,941		No	4	P	Indirect
32,205	2021-01-08	No	4	P	Indirect

Footnotes

The indicated shares represent the number of shares received upon conversion of the issuer's Convertible Preferred Stock pursuant to the Conversion Agreement entered into between the issuer and each of Third Security Senior Staff 2008 LLC ("Senior Staff 2008"), Third Security Staff 2010 LLC ("Staff 2010") and Third Security Incentive 2010 LLC ("Incentive 2010") and Third Security Staff 2014 LLC ("Staff 2014") dated January 6, 2016 (the "Conversion Agreement"), indicated by series in Table II.
On January 27, 2014 the issuer effected a 1-for-12 reverse stock split. The number of shares beneficially owned as stated in column 5 of Table I includes the number of shares of common stock held by the respective entity following the reverse stock split.
Randal J. Kirk controls Third Security, LLC, which is the manager of each of Senior Staff 2008, Staff 2010, Incentive 2010 and Staff 2014. Shares held by these entities may be deemed to be 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.
Pursuant to the Conversion Agreement, the parties agreed that in lieu of receiving cash for the accrued dividends for both Series A Convertible Preferred Stock and Series B Convertible Preferred Sock, the issuer would issue to each of Senior Staff 2008, Staff 2010, Incentive 2010 and Staff 2014 common stock at a rate of one (1) share per dividend dollar. This resulted in ownership of shares of common stock reflected in column 4 of Table I.
Pursuant to the Conversion Agreement, the shares of Series A Convertible Preferred Stock were convertible at a ratio of 1-to-3 into the number of shares of common stock shown in column 7. The shares of Series A Convertible Preferred Stock had no expiration date.
Pursuant to the Conversion Agreement, the shares of Series B Convertible Preferred Stock were convertible at a ratio of 1-to-1 into the number of shares of common stock shown in column 7. The shares of Series B Convertible Preferred Stock had no expiration date.
On January 6, 2016 in a private placement the issuer issued Units at a price per Unit of $0.93 consisting of one (1) share of Series A-1 Convertible Preferred Stock and a warrant to purchase 0.75 shares of common stock at an exercise price of $1.21 per share. Pursuant to its terms, each share of Series A-1 Preferred Stock is convertible into one (1) share of common stock. The Series A-1 Preferred Stock does not have an expiration date and is exercisable immediately. The warrant to purchase common stock is immediately exercisable and has a term of five (5) years.