UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 11)*
| Spectrum Pharmaceuticals, Inc. |
| (Name of Issuer) |
| Common Stock, par value $0.001 per share |
| (Title of Class of Securities) |
| 84763A 10 8 |
| (CUSIP Number) |
| Rajesh C. Shrotriya |
| 5 Highland Creek Drive |
| Henderson, NV 89052 |
| (702)290-7779 |
| (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
| July 30, 2018 |
| (Date of Event Which Requires Filing of this Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. _____84763A 10 8_______
| 1. Names of Reporting Persons: Rajesh C. Shrotriya, M.D. | |||
| IRS Identification Nos. of above persons (entities only) | |||
| 2. Check the Appropriate Box If a Member of a Group | a. ☐ | ||
| b. ☐ | |||
| 3. SEC Use Only | |||
| 4. Source of Funds: | |||
| PF | |||
| 5. Check If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) | ☐ | ||
| 6. Citizenship or Place of Organization: | |||
| United States | |||
| Number of Shares Beneficially Owned by Each Reporting Person With | |||
| 7. Sole Voting Power1 | 3,608,276 | ||
| 8. Shared Voting Power | 1,380,603 | ||
| 9. Sole Dispositive Power | 3,608,276 | ||
| 10. Shared Dispositive Power | 1,380,603 | ||
| 11. Aggregate Amount Beneficially Owned by Each Reporting Person | 4,988,879 | ||
| 12. Check if the Aggregate Amount in Row 11 Excludes Certain Shares | ☐ | ||
| 13. Percent of Class Represented by Amount in Row 11 | 4.67% | ||
| 14. Type of Reporting Person | IN | ||
1 The Sole Voting Power includes 812,938 shares of common stock subject to stock options which have vested.
Explanatory Note
Dr. Rajesh C. Shrotriya (“Dr. Shrotriya”) previously filed a statement of beneficial ownership, and amendments thereto, with the Securities and Exchange Commission (the “SEC”) with respect to the common stock, par value $0.001 per share (“Common Stock”), of Spectrum Pharmaceuticals, Inc. (the “Company”), on Schedule 13D (the “Schedule 13D”) pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Act”), and Rule 13d-1 thereunder.
This Amendment No. 11 (this “Amendment”) to the Schedule 13D is being filed by Dr. Shrotriya to report certain changes to the disclosures in Items 4, 6 and 7 of the Schedule 13D.
Item 4. Purpose of Transaction
Item 4 is hereby amended and restated in its entirety as follows:
On July 11, 2018, Chitra Shrotriya, as the Trustee of the RS Irrevocable Trust U/A DTD 10/28/2012 (the “Trust”), entered into a written stock selling plan in accordance with Rule 10b5-1 (the “Plan”). The Trust holds a certain number of Common Stock for the benefit of Dr. Shrotriya. The Common Stock held in the Trust are included in the aggregate amount beneficially owned by Dr. Shrotriya. Pursuant to the Plan, the Trust may sell up to an aggregate of 1,000,000 shares of Common Stock between July 23, 2018 and December 31, 2018, subject to market conditions and the pricing parameters specified in the Plan. Chitra Shrotriya, as Trustee of the Trust, is entering into the Plan to cover tax obligations and for financial planning purposes. A copy of the Plan is attached hereto as Exhibit A and incorporated herein by reference.
Item 6. Contract, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Item 6 is hereby amended and restated in its entirety as follows:
On July 11, 2018, Chitra Shrotriya as Trustee of the RS Irrevocable Trust U/A DTD 10/28/2012 entered into the Plan as further described in Item 4, which is incorporated by reference.
Item 7. Materials to Be Filed as Exhibits
Item 7 is hereby amended and restated in its entirety as follows:
Programmed Plan of Transactions Under Rule 10b5-1, dated July 11, 2018, by and between Chitra Shrotriya as Trustee of the RS Irrevocable Trust U/A DTD 10/28/2012 and Wells Fargo Clearing Services, LLC.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Date: | July 30, 2018 | By: | /s/ Rajesh Shrotriya | |
| Name: | Rajesh C. Shrotriya | |||
| Title: |
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C, 1001)
