| 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
Karyopharm Therapeutics Inc. [ KPTI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/08/2016 | ||||||||||||||||||||||||||
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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 | 06/08/2016 | S | 15,541 | D | $9.3421(1)(2) | 8,605,818(3)(4)(5) | D | |||
| COMMON STOCK | 06/09/2016 | S | 30,000 | D | $9.1366(1)(2) | 8,575,818(3)(4)(5) | D | |||
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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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The prices reported in Column 4 are weighted average prices. The 15,541 shares referred to in the first row of Column 4 were sold at prices ranging from $9.30 to $9.62, inclusive. The 30,000 shares referred to in the second row of Column 4 were sold at prices ranging from $9.07 to $9.21, inclusive. |
| 2. The reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within each of the ranges set forth in footnote 1 above. |
| 3. Shares of Common Stock are owned directly by Chione Limited ("Chione"). Chione's directors, Marcin Czernik, Andreas Hadjimichael and George Hadjimichael, may be deemed to share voting and investment power and beneficial ownership of the shares of Common Stock directly owned by Chione. Wiaczeslaw Smolokowski, the sole shareholder of Chione, may also be deemed to share voting and investment power and beneficial ownership of the shares of Common Stock directly owned by Chione. |
| 4. Each reporting person states that neither the filing of this Form 4 nor anything herein shall be deemed an admission that such person or any other person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act"), or otherwise, the beneficial owner of any securities covered by this Form 4. Beneficial ownership of the securities covered by this statement is disclaimed, except, with respect to any person, to the extent of the pecuniary interest of such person in such securities. |
| 5. Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this Form 4 nor anything herein shall be construed as an admission that such person or any other person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer. |
| Remarks: |
| Exhibit Index Exhibit 24.1 - Power of Attorney, dated May 12, 2016, made by Marcin Czernik and Chione Limited in favor of Simon Prisk (previously filed) Exhibit 24.2 - Power of Attorney, dated May 12, 2016, made by Andreas Hadjimichael and Chione Limited in favor of Simon Prisk (previously filed) Exhibit 24.3 - Power of Attorney, dated February 15, 2016, made by George Hadjimichael and Chione Limited in favor of Simon Prisk (previously filed) Exhibit 24.4 - Power of Attorney, dated May 12, 2016, made by Wiaczeslaw Smolokowski in favor of Simon Prisk Exhibit (previously filed) 99.1 - Joint Filer Information (filed herewith) Exhibit 99.2 - Joint Filing Agreement (previously filed). All previously filed Exhibits were filed with the Form 4 of the reporting persons, filed on May 12, 2016, except that Exhibit 24.3 was filed with the Schedule 13G/A of the reporting persons, filed on March 9, 2016. |
| /s/ Chione Limited, by /s/ Simon Prisk, as attorney-in fact by power of attorney | 06/10/2016 | |
| /s/ Marcin Czernik, by /s/ Simon Prisk, as attorney-in fact by power of attorney | 06/10/2016 | |
| /s/ Andreas Hadjimichael, by /s/ Simon Prisk, as attorney-in fact by power of attorney | 06/10/2016 | |
| /s/ George Hadjimichael, by /s/ Simon Prisk, as attorney-in fact by power of attorney | 06/10/2016 | |
| /s/ Wiaczeslaw Smolokowski, by /s/ Simon Prisk, as attorney-in fact by power of attorney | 06/10/2016 | |
| ** 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. | ||