Statement of Changes in Beneficial Ownership (4)
January 17 2018 - 5:30PM
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
*
O'Connor Daniel J.
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2. Issuer Name
and
Ticker or Trading Symbol
ONCOSEC MEDICAL Inc
[
ONCS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
CEO
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(Last)
(First)
(Middle)
C/O ONCOSEC MEDICAL INCORPORATED, 5820 NANCY RIDGE DRIVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/1/2017
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(Street)
SAN DIEGO, CA 92121
(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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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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Stock Option (Right to Buy)
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$1.25
(1)
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1/12/2018
(2)
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A
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2000000
(3)
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1/12/2018
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11/7/2027
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Common Stock
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2000000
(4)
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$0
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2000000
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D
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Stock Option (Right to Buy)
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$1.25
(1)
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1/12/2018
(2)
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A
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500000
(3)
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1/12/2018
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11/7/2027
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Common Stock
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500000
(5)
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$0
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500000
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D
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Explanation of Responses:
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(1)
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OncoSec's (ONCS) stock closing price was $1.25 on November 7, 2017.
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(2)
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The above listed Stock Options were approved by OncoSec's stockholders at OncoSec's Annual Stockholders Meeting held on January 12, 2018.
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(3)
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The shares subject to the stock option were approved by the Company's Board of Directors on November 7, 2017 ("Grant Date"), contingent upon approval by the Company's stockholders at the Company's Annual Stockholders Meeting on January 12, 2018.
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(4)
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One million (1,000,000) Options vested upon the Company's stockholders' approval of the Option at the Company's Annual Stockholders Meeting held on January 12, 2018 and one twenty-fourth (1/24th) of the remaining one million (1,000,000) Options shall vest on each monthly anniversary of the date of the Grant Date.
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(5)
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The stock option were approved by the Company's Board of Directors on November 7, 2017 ("Grant Date"), subject to stockholder approval and the Company's stockholders approved the grant at the Company's Annual Stockholders Meeting on January 12, 2018. Subject to the terms of the Company's 2011 Stock Incentive Plan and related award agreement, two hundred fifty thousand (250,000) of the options shall be fully vested on the date that the Company achieves one hundred percent (100%) enrollment in the first cohort of the Pisces Study (the "Enrollment Date") and the remaining two hundred fifty thousand (250,000) PISCES Options shall vest on the first anniversary of the Enrollment Date, pursuant to the OncoSec Medical Incorporated 2011 Stock Incentive Plan.
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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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O'Connor Daniel J.
C/O ONCOSEC MEDICAL INCORPORATED
5820 NANCY RIDGE DRIVE
SAN DIEGO, CA 92121
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X
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CEO
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Signatures
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/s/ Daniel J. O'Connor
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1/17/2018
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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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