0001209191-23-048852.txt : 20230908 0001209191-23-048852.hdr.sgml : 20230908 20230908200007 ACCESSION NUMBER: 0001209191-23-048852 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230906 FILED AS OF DATE: 20230908 DATE AS OF CHANGE: 20230908 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JANKOWSKI JESS CENTRAL INDEX KEY: 0001184478 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22333 FILM NUMBER: 231246463 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NANOPHASE TECHNOLOGIES Corp CENTRAL INDEX KEY: 0000883107 STANDARD INDUSTRIAL CLASSIFICATION: PERFUMES, COSMETICS & OTHER TOILET PREPARATIONS [2844] IRS NUMBER: 363687863 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1319 MARQUETTE DRIVE CITY: ROMEOVILLE STATE: IL ZIP: 60446 BUSINESS PHONE: 6303231200 MAIL ADDRESS: STREET 1: 1319 MARQUETTE DRIVE CITY: ROMEOVILLE STATE: IL ZIP: 60446 FORMER COMPANY: FORMER CONFORMED NAME: NANOPHASE TECHNOLOGIES CORPORATION DATE OF NAME CHANGE: 19970305 4 1 doc4.xml FORM 4 SUBMISSION X0508 4 2023-09-06 0 0000883107 NANOPHASE TECHNOLOGIES Corp NANX 0001184478 JANKOWSKI JESS 1319 MARQUETTE DRIVE ROMEOVILLE IL 60446 1 1 0 0 President, CEO 0 Common Stock 1000 I Spouse's IRA Common Stock 59000 D Common Stock 2023-09-06 4 M 0 1000 0.52 A 60000 D Common Stock 2023-09-06 4 S 0 1000 1.00 D 59000 D Common Stock 2023-09-07 4 M 0 2500 0.52 A 61500 D Common Stock 2023-09-07 4 S 0 2500 1.00 D 59000 D Common Stock 2023-09-08 4 M 0 2500 0.52 A 61500 D Common Stock 2023-09-08 4 S 0 2500 1.00 D 59000 D Common Stock (right to purchase) 0.52 2023-09-06 4 M 0 1000 0.52 D 2015-02-13 2024-02-13 Common Stock 73450 72450 D Common Stock (right to purchase) 0.52 2023-09-07 4 M 0 2500 0.52 D 2015-02-13 2024-02-13 Common Stock 72450 69950 D Common Stock (right to purchase) 0.52 2023-09-08 4 M 0 2500 0.52 D 2015-02-13 2024-02-13 Common Stock 69950 67450 D Common Stock (right to purchase) 0.44 2016-02-18 2025-02-18 Common Stock 81000 81000 D Common Stock (right to purchase) 0.42 2017-02-23 2026-02-23 Common Stock 69000 69000 D Common Stock (right to purchase) 0.68 2018-02-21 2027-02-21 Common Stock 81000 81000 D Common Stock (right to purchase) 0.82 2019-05-23 2028-05-23 Common Stock 90000 90000 D Common Stock (right to purchase) 0.51 2020-05-22 2029-05-22 Common Stock 16500 16500 D Common Stock (right to purchase) 0.45 2021-06-18 2027-06-18 Common Stock 90000 90000 D Common Stock (right to purchase) 4.17 2022-12-28 2028-12-28 Common Stock 90000 90000 D Common Stock (right to purchase) 1.165 2023-12-20 2029-12-20 Common Stock 72000 72000 D These stock options are set to expire on 02/13/2024. Mr. Jankowski converted and sold these shares through a 10b5-1 Plan that has been established with an independent broker to avoid the loss of these stock option rights. His goal is to have this broker sell shares from this grant, under fixed guidelines, in a regular and measured manner designed to avoid both forfeiture of shares due to expiration, and impacting the stock price due to excessive trading volume. His Plan was approved in advance by the Compensation & Governance Committee of the Nanophase Board of Directors. If not sold through a 10b5-1 Plan, Nanophase trading blackout periods run from the 25th of the last day of any given quarter until 3 days after earnings are released. In example, for options expiring during the 1st quarter of any given year, trading would be prohibited from December 25th of the prior year, through the release of annual earnings plus 3 business days. Typically, this would reopen trading in early-to-mid March, through March 24th. The next blackout period would begin on March 25th, etc. Given the quantity of shares involved relative to daily trading volume, the limited amount of open trading days available due to trading blackout periods, and looming stock option expirations, Mr. Jankowski established a 10b5-1 Plan to avoid the loss of these rights in a way intended to minimize the impact on Nanophase shareholders. These stock options are set to expire on 02/13/2024. Mr. Jankowski established a 10b5-1 Plan with an independent broker with a goal of having his broker sell shares from this grant, under fixed guidelines, in a regular and measured manner designed to avoid both forfeiture of shares due to expiration, and impacting the stock price due to excessive trading volume. His Plan was approved in advance by the Compensation & Governance Committee of the Nanophase Board of Directors. Subject to certain restrictions, beginning on this date, options vest in three equal installments. Subject to certain restrictions, beginning on this date, the options vest in three equal annual installments. Subject to certain restrictions, beginning on this date, options vest in three equal annual installments. Mr. Jankowski converted and sold these shares through a 10b5-1 Plan that has been established with an independent broker to avoid the loss of these stock option rights. His goal is to have this broker sell shares from this grant, under fixed guidelines, in a regular and measured manner designed to avoid both forfeiture of shares due to expiration, and impacting the stock price due to excessive trading volume. His Plan was approved in advance by the Compensation & Governance Committee of the Nanophase Board of Directors. Given the quantity of shares involved relative to daily trading volume, the limited amount of open trading days available due to trading blackout periods, and looming stock option expirations, Mr. Jankowski established a 10b5-1 Plan to avoid the loss of these rights in a way intended to minimize the impact on Nanophase shareholders. Jess A. Jankowski 2023-09-08