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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $ 2.47 | 12/17/2014 | A | 123,500 | (1)(2) | 12/17/2024 | Common Stock | 123,500 | $ 0 | 123,500 | D | ||||
Employee Stock Option (right to buy) | $ 2.47 | 12/17/2014 | A | 123,500 | (1)(3) | 12/17/2024 | Common Stock | 123,500 | $ 0 | 123,500 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HENWOOD GERALDINE 490 LAPP ROAD MALVERN, PA 19355 |
X | President and CEO |
/s/ Donna Nichols, attorney-in-fact | 12/19/2014 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The option is contingent upon the receipt of shareholder approval at the Company's next annual meeting of shareholders of an amendment to increase the number of shares of common stock available for issuance (the "Amendment") under the Company's 2013 Equity Incentive Plan. The option shall not vest, in any event, until and unless shareholder approval is received. If shareholder approval is not received at the next annual meeting, the stock options granted to the reporting person will be immediately forfeited. |
(2) | Upon receipt of shareholder approval of the Amendment, a portion of the option will vest immediately, and the remainder will vest monthly thereafter in equal proportions until December 17, 2018. |
(3) | Following shareholder approval of the Amendment, the option will vest 30% upon satisfaction of certain performance conditions, and the remainder will vest monthly thereafter in equal proportions over a three year period beginning on the date the performance conditions are satisfied. |