Statement of Changes in Beneficial Ownership (4)
January 03 2020 - 05:19PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Bergstein Ivan |
2. Issuer Name and Ticker or Trading Symbol
STEMLINE THERAPEUTICS INC
[
STML
]
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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) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O STEMLINE THERAPEUTICS, INC., 750 LEXINGTON AVENUE, ELEVENTH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/23/2019 |
(Street)
NEW YORK, NY 10022
(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 | 12/23/2019 | | S | | 5225 (1) | D | $10.58 (2) | 2565576 (3) | D | |
Common Stock | 12/24/2019 | | S | | 29613 (1) | D | $10.97 (2) | 2535963 (3) | D | |
Common Stock | 12/26/2019 | | S | | 18744 (1) | D | $10.75 (2) | 2517219 (3) | D | |
Common Stock | 12/27/2019 | | S | | 2446 (1) | D | $10.48 (2) | 2514773 (3) | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | In connection with the vesting of 108,505 shares on December 21, 2019, a total of 56,028 shares were sold by the Company in order to satisfy the reporting person's tax withholding obligations. The reporting person had no discretion with respect to such sale, which was conducted automatically in accordance with the issuer's corporate policies. 5,225 shares were sold on December 23, 2019; 29,613 shares were sold on December 24, 2019; 18,744 shares were sold on December 26, 2019; and 2,446 shares were sold on December 27, 2019. |
(2) | Reflects the weighted average sale price. The range of prices for the shares sold on December 23, 2019 was $10.37 to $10.75; the range of prices for the shares sold on December 24, 2019 was $10.81 to $11.15; the range of prices for the shares sold on December 26, 2019 was $10.52 to $11.20; and the range of prices for the shares sold on December 27, 2019 was $10.34 to $10.76. The reporting person effected multiple same-way open market sale transactions on the same day at different prices through a trade order executed by a broker-dealer. The reporting person reported on a single line all such transactions that occurred within a one dollar price range. The reporting person hereby undertakes to provide upon request by the Securities Exchange Commission staff, the issuer, or a shareholder of the issuer, full information regarding the number of shares sold at each separate price. |
(3) | Of the shares listed, 578,695 shares are restricted stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bergstein Ivan C/O STEMLINE THERAPEUTICS, INC. 750 LEXINGTON AVENUE, ELEVENTH FLOOR NEW YORK, NY 10022 | X |
| Chief Executive Officer |
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Signatures
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/s/ Ivan Bergstein | | 1/3/2020 |
**Signature of Reporting Person | Date |
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