SEC Form 4
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*
STILLWATER LLC

(Last) (First) (Middle)
15 EAST 62ND STREET

(Street)
NEW YORK NY 10065-7204

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EMAGIN CORP [ EMAN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/14/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 04/14/2010 X 240,385 A(1) $1.13 2,934,120 D
Common Stock 04/14/2010 S 63,915 D(1) $4.25 2,870,205 D
Common Stock 04/14/2010 X 875,467 A(2) $1.03 3,745,672 D
Common Stock 04/14/2010 S 212,173 D(2) $4.25 3,533,499 D
Common Stock 04/14/2010 X 29,742 A(3) $2.5 305,826 I By Rainbow Gate Corporation(4)
Common Stock 04/14/2010 S 17,496 D(3) $4.25 288,330 I By Rainbow Gate Corporation(4)
Common Stock 04/14/2010 X 653,333 A(5) $1.03 941,663 I By Rainbow Gate Corporation(4)
Common Stock 04/14/2010 S 158,338 D(5) $4.25 783,325 I By Rainbow Gate Corporation(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Stock Purchase Warrants (right to buy) $1.13 04/14/2010 X 240,385 04/02/2008 04/02/2013 Common Stock 240,385 $0(1) 0 D
Stock Purchase Warrants (right to buy) $1.03(6) 04/14/2010 X 875,467 12/22/2008 12/22/2013 Common Stock 875,467 $0(2)(6) 1,000,000 D
Stock Purchase Warrants (right to buy) $2.5 04/14/2010 X 29,742 11/03/2004 04/25/2010 Common Stock 29,742 $0(3) 0 I By Rainbow Gate Corporation(4)
Stock Purchase Warrants (right to buy) $1.03 04/14/2010 X 653,333 07/23/2007 07/21/2011 Common Stock 653,333 $0(5) 0 I By Rainbow Gate Corporation(4)
Series B Convertible Preferred Stock $0.75(7) 12/22/2008 (7)(8) Common Stock 5,377,333 4,033 D
Series B Convertible Preferred Stock $0.75(7) 12/22/2008 (7)(8) Common Stock 937,333 703 I By Rainbow Gate Corporation(4)
Stock Purchase Warrants (right to buy) $0.48(9) 04/09/2007 07/21/2011 Common Stock 1,000,000 1,000,000 D
Stock Purchase Warrants (right to buy) $10(10) 10/26/2008 10/20/2010 Common Stock 54,545 54,545 I By Rainbow Gate Corporation(4)
Explanation of Responses:
1. Reporting Person elected to do a cashless exercise of Warrant No. 325 pursuant to Section 10(b) of such warrant because the requirements of such section were met due to the Issuer failing to have an effective registration statement covering the underlying shares of such warrant.
2. Reporting Person elected to do a partial cashless exercise of Warrant No. 333 pursuant to Section 10(b) of such warrant because the requirements of such section were met due to the Issuer failing to have an effective registration statement covering the underlying shares of such warrant.
3. Rainbow Gate Corporation elected to do a cashless exercise of its Series F Warrant pursuant to Section 3(d) of such warrant because the requirements of such section were met due to the Issuer failing to have an effective registration statement covering the underlying shares of such warrant.
4. These securities are owned solely by Rainbow Gate Corporation. The sole member of Reporting Person is the investment manager of Rainbow Gate Corporation, and this report shall not be deemed an admission that Reporting Person is the beneficial owner of these securities except to the extent of its pecuniary interest therein.
5. Rainbow Gate Corporation elected to do a cashless exercise of Warrant No. ARW-310 pursuant to Section 2(b) of such warrant because the requirements of such section were met due to the Issuer failing to have an effective registration statement covering the underlying shares of such warrant.
6. The Stock Purchase Warrants to purchase Issuer's Common Stock were acquired on December 22, 2008 as part of a private placement by the Issuer in accordance with the Securities Purchase Agreement, dated December 18, 2008, between the Issuer and the Reporting Person. The Stock Purchase Warrants have an exercise price of $1.03, are exercisable immediately, and will expire on December 22, 2013.
7. The shares of Series B Convertible Preferred Stock have the rights and preferences set forth on the Certificate of Designations of Series B Convertible Preferred Stock filed with the Secretary of State for the State of Delaware on December 19, 2008. The Series B Convertible Preferred Stock has a stated value of $1,000 per share and currently has a conversion price of $0.75 per share.
8. The shares of Series B Convertible Preferred Stock were purchased on December 22, 2008 as part of a private placement with the Issuer in accordance with the Securities Purchase Agreement, dated December 18, 2008, between the Issuer and the Reporting Person.
9. The warrants to purchase Issuer's Common Stock have an exercise price of $0.48 per share, are exercisable immediately, and will expire on July 21, 2011.
10. The warrants to purchase Issuer's Common Stock have an exercise price of $10.00 per share, are exercisable immediately, and will expire on October 20, 2010.
Mortimer D.A. Sackler, President of Stillwater LLC 04/16/2010
** 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).
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