FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CORONADO BIOSCIENCES INC [ CNDO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/19/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock, par value $0.001 | 12/19/2013 | A | 1,979,346(1) | A | $0.00 | 4,638,347 | D | |||
Common Stock, par value $0.001 | 170,983 | I | By Capretti Grandi LLC | |||||||
Common Stock, par value $0.001 | 453,822 | I | By LAR Family Trusts | |||||||
Common Stock, par value $0.001 | 742,861 | I | By Paramount Biosciences | |||||||
Common Stock, par value $0.001 | 100,000 | I | By The Lindsay A. Rosenwald Rhode Island Irrevocable Trust U/T/A DTD 8-28-01 | |||||||
Common Stock, par value $0.001 | 80,000 | I | By The Lindsay A. Rosenwald Alaska Irrevocable Trust U/T/A DTD 8-29-01 | |||||||
Common Stock, par value $0.001 | 720,000 | I | By The Lindsay A. Rosenwald 2000 Irrevocable Trust U/T/A DTD 5-24-00 | |||||||
Common Stock, par value $0.001 | 100,000 | I | By The Lindsay A. Rosenwald Nevada Irrevocable Indenture of Trust U/T/A DTD 8-29-01 |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
Options to purchase Common Stock | $1.37 | (2) | 10/05/2020 | Common Stock | 25,000 | 25,000 | D | ||||||||
Options to purchase Common Stock | $6.25 | (3) | 02/10/2022 | Common Stock | 15,000 | 15,000 | D | ||||||||
Options to purchase Common Stock | $7.42 | (4) | 02/07/2023 | Common Stock | 15,000 | 15,000 | D | ||||||||
Warrants to purchase Common Stock | $6.15 | (5) | (6) | Common Stock | 6,798 | 6,798 | I | By LAR Family Trusts | |||||||
Warrants to purchase Common Stock | $6.15 | (5) | (7) | Common Stock | 3,399 | 3,399 | I | By LAR Family Trusts | |||||||
Warrants to purchase Common Stock | $6.15 | (5) | (8) | Common Stock | 850 | 850 | I | By LAR Family Trusts |
Explanation of Responses: |
1. Represents a restricted stock award which vests one third when the Issuer achieves market capitalization of two, three, and four times its current market capitalization, but in no event earlier than three, four, and five years following the date of grant, respectively. |
2. One-third of the shares vested on each of October 5, 2011, 2012 and 2013. |
3. One-third of the shares will vest on each of February 10, 2013, 2014 and 2015. |
4. One-third of the shares will vest on each of February 7, 2014, 2015 and 2016. |
5. This warrant is fully vested. |
6. 4,472 shares underlying this warrant expire on January 22, 2014, 835 shares underlying this warrant expire on May 28, 2014 and 1,491 shares underlying this warrant expire on June 24, 2014. |
7. 2,236 shares underlying this warrant expire on January 22, 2014, 417 shares underlying this warrant expire on May 28, 2014 and 746 shares underlying this warrant expire on June 24, 2014. |
8. 559 shares underlying this warrant expire on January 22, 2014, 104 shares underlying this warrant expire on May 28, 2014 and 187 shares underlying this warrant expire on June 24, 2014. |
/s/ Alexander M. Donaldson, Attorney-in-Fact | 12/23/2013 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |