FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 02/06/2018 |
3. Issuer Name and Ticker or Trading Symbol
PERNIX THERAPEUTICS HOLDINGS, INC. [ PTX ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 3,300(1) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option (right to buy) | (2) | 09/29/2024 | Common Stock | 7,500(7) | $78.6(7) | D | |
Stock Option (right to buy) | (3) | 04/24/2025 | Common Stock | 2,500(7) | $73.3(7) | D | |
Stock Option (right to buy) | (4) | 02/25/2026 | Common Stock | 3,500(7) | $21.4(7) | D | |
Stock Option (right to buy) | (5) | 02/25/2016 | Common Stock | 14,000(7) | $21.4(7) | D | |
Stock Option (right to buy) | (6) | 08/08/2027 | Common Stock | 10,000 | $2.92 | D |
Explanation of Responses: |
1. Consists of previously-awarded restricted share units that vest in four equal annual installments of 825 shares, with the first installment vesting on August 8, 2018, which is the one year anniversary of the grant date. |
2. The option vests and becomes exercisable over a four-year period commencing on September 29, 2014. Twenty-five percent (25%) of the option vested and became exercisable on September 29, 2015, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer. |
3. The option vests and becomes exercisable over a four-year period commencing on April 24, 2015. Twenty-five percent (25%) of the option vested and became exercisable on April 24, 2016, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer. |
4. The option vests and becomes exercisable over a four-year period commencing on February 25, 2016. Twenty-five percent (25%) of the option vested and became exercisable on February 25, 2017, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer. |
5. The option vests and becomes exercisable over a four-year period commencing on February 25, 2016. Twenty-five percent (25%) of the option vested and became exercisable on February 25, 2017, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer. |
6. The option vests and becomes exercisable over a four-year period commencing on August 8, 2017. Twenty-five percent (25%) of the option vests and becomes exercisable on August 8, 2018, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer. |
7. Exercise price and number of option shares have been adjusted to reflect the Issuer's 1-for-10 stock split of its issued and outstanding shares of common stock effected on October 13, 2016. |
Remarks: |
Exhibit List: Exhibit 24 - Power of Attorney |
/s/ Kenneth R. Pina, attorney-in-fact | 02/12/2018 | |
** 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 5 (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. |