SEC FORM 3

SEC Form 3

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^*

Hadar Ilan

(Last)

(First)

(Middle)

C/O FOAMIX PHARMACEUTICALS LTD.

2 HOLZMAN STREET

(Street)

REHOVOT

7670402

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2018

3. Issuer Name and Ticker or Trading Symbol
Foamix Pharmaceuticals Ltd. [ FOMX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Country Manager and CFO

5. 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 Beneficially Owned
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)
Ordinary Shares	7,277	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Options	⁽¹⁾	03/31/2024	Ordinary Shares	5,469	$1.92	D
Options	⁽²⁾	11/19/2024	Ordinary Shares	24,125	$5.46	D
Options	⁽³⁾	01/15/2025	Ordinary Shares	18,000	$6.77	D
Options	⁽⁴⁾	11/10/2025	Ordinary Shares	202,004	$7.13	D
Options	⁽⁵⁾	03/01/2026	Ordinary Shares	60,000	$6.34	D
Options	⁽⁶⁾	01/01/2027	Ordinary Shares	60,389	$10.31	D
Options	⁽⁷⁾	08/08/2027	Ordinary Shares	196,205	$5.22	D
Restricted Share Units	⁽⁸⁾	⁽⁸⁾	Ordinary Shares	2,816	$0.00	D
Restricted Share Units	⁽⁹⁾	⁽⁹⁾	Ordinary Shares	1,407	$0.00	D
Restricted Share Units	⁽¹⁰⁾	⁽¹⁰⁾	Ordinary Shares	20,130	$0.00	D
Restricted Share Units	⁽¹¹⁾	⁽¹¹⁾	Ordinary Shares	49,051	$0.00	D

Explanation of Responses:

1. The Options vest over a period of four years from March 31, 2014 (20% on such date and 5% every three months thereafter) and ending March 31, 2018

2. The Options vest over a period of four years from November 19, 2014 (20% on such date and 5% every three months thereafter) and ending November 19, 2018

3. The Options vest over a period of four years from January 15, 2015 (25% on the first anniversary of such date and 6.25% every three months thereafter) and ending January 15, 2019

4. The Options vest over a period of four years from November 10, 2015 (25% on the first anniversary of such date and 6.25% every three months thereafter) and ending November 10, 2019

5. The Options vest over a period of four years from March 1, 2016 (25% on the first anniversary of such date and 6.25% every three months thereafter) and ending March 1, 2020

6. The Options vest over a period of four years from January 1, 2017 (25% on the first anniversary of such date and 6.25% every three months thereafter) and ending January 1, 2021

7. The Options vest over a period of four years from August 8, 2017 (25% on the first anniversary of such date and 6.25% every three months thereafter) ending August 8, 2021

8. The Restricted Share Units vest in equal installments every three months over the vesting period beginning October 15, 2017 and ending January 15, 2019

9. The Restricted Share Units vest in equal installments every three months over the vesting period beginning December 1, 2017 and ending March 1, 2020

10. The Restricted Share Units vest over a period of four years (25% on January 1, 2018 and 6.25% every three months thereafter) ending January 1, 2021

11. The Restricted Share Units vest over a period of four years (25% on August 8, 2018 and 6.25% every three months thereafter) ending August 8, 2021

Remarks:

The Reporting Person is filing this form in connection with the Issuer's transition from a foreign private issuer to a domestic issuer, effective January 1, 2018.

	/s/ Ilan Hadar	01/11/2018
	** 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).
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