Statement of Changes in Beneficial Ownership (4)
04 April 2019 - 10:37PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
CRYSTAL ROGER
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2. Issuer Name
and
Ticker or Trading Symbol
OPIANT PHARMACEUTICALS, INC.
[
OPNT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Executive Officer
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(Last)
(First)
(Middle)
C/O OPIANT PHARMACEUTICALS, INC., 201 SANTA MONICA BLVD, SUITE 500
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/2/2019
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(Street)
SANTA MONICA, CA 90401
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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4/2/2019
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M
(1)
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822
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A
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$7.25
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9297
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D
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Common Stock
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4/3/2019
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M
(1)
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5149
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A
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$7.25
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14446
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D
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Common Stock
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4/2/2019
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S
(2)
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600
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D
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$12.48
(3)
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13846
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D
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Common Stock
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4/3/2019
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S
(2)
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3791
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D
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$12.24
(4)
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10055
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D
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Common Stock
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4/4/2019
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M
(1)
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22557
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A
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$7.25
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32612
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D
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Common Stock
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4/4/2019
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S
(2)
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16836
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D
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$11.93
(5)
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15776
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Option
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$7.25
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4/2/2019
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M
(1)
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822
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10/27/2015
(6)
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10/26/2025
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Common Stock
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822.0
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$7.25
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424178
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D
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Option
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$7.25
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4/3/2019
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M
(1)
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5149
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10/27/2015
(6)
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10/26/2025
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Common Stock
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5149.0
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$7.25
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419029
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D
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Option
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$7.25
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4/4/2019
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M
(1)
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22557
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10/27/2015
(6)
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10/26/2025
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Common Stock
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22557.0
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$7.25
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396472
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D
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Explanation of Responses:
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(1)
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The option was exercised pursuant to a Rule 10b5-1 trading plan entered into by the Reporting Person.
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(2)
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The shares were sold pursuant to a Rule 10b5-1 trading plan entered into by the Reporting Person.
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(3)
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This transaction was executed in multiple trades at prices ranging from $12.47 to $12.52. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
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(4)
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This transaction was executed in multiple trades at prices ranging from $12.22 to $12.47. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
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(5)
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This transaction was executed in multiple trades at prices ranging from $11.90 to $12.08. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
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(6)
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These options may only be exercised between the following dates: (i) the first to occur of: (A) the commencement of three trials on or subsequent to October 23, 2015; or (B) (1) the approval by the U.S. Food and Drug Administration of the New Drug Application with respect to the opioid overdose reversal treatment; and (2) the commencement of two trials on or subsequent to October 23, 2015; and (ii) the Expiration Date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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CRYSTAL ROGER
C/O OPIANT PHARMACEUTICALS, INC.
201 SANTA MONICA BLVD, SUITE 500
SANTA MONICA, CA 90401
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X
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X
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Chief Executive Officer
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Signatures
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/s/ Roger Crystal
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4/4/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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