Initial Statement of Beneficial Ownership (3)

Date : 08/09/2018 @ 9:37PM
Source : Edgar (US Regulatory)
Stock : VIVUS Inc (VVUS)
Quote : 4.22  -0.065 (-1.52%) @ 10:29PM

Initial Statement of Beneficial Ownership (3)

FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
                      

1. Name and Address of Reporting Person *

Suh Kenneth

2. Date of Event Requiring Statement (MM/DD/YYYY)
8/3/2018 

3. Issuer Name and Ticker or Trading Symbol

VIVUS INC [VVUS]

(Last)        (First)        (Middle)

C/O VIVUS, INC., 900 E. HAMILTON AVE., SUITE 550

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

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
President /

(Street)

CAMPBELL, CA 95008       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (Right to Buy)   4/30/2018   4/29/2025   Common Stock   2151000   (1) $.37   D  
 
Employee Stock Option (Right to Buy)     (2)   (3) Common Stock   1700000   $.37   D  
 
Employee Stock Option (Right to Buy)     (4)   (5) Common Stock   200000   $.37   D  
 

Explanation of Responses:
(1)  The Warrant was fully vested and exercisable on the date of grant.
(2)  Awarded as an inducement grant of stock options pursuant to reporting person's offer letter dated April 30, 2018. One fourth (1/4th) of the total number of shares underlying the option vest on April 30, 2019, and one forty-eighth (1/48th) of the total number of shares underlying the option vest on a monthly basis thereafter, subject to the reporting person continuing to be a Service Provider (as defined in the Issuer's 2018 Inducement Equity Incentive Plan) on the relevant vesting dates.
(3)  The option expires on the earlier of (a) April 30, 2025 and (b) the twelve (12) month anniversary of the date the reporting person ceases to be a Service Provider (as defined in the Issuer's 2018 Inducement Equity Incentive Plan).
(4)  The total number of shares underlying the option will vest subject to satisfaction of a performance target involving the Issuer's market capitalization on or prior to April 30, 2021 and the reporting person continuing to be a Service Provider (as defined in the Issuer's 2010 Equity Incentive Plan) upon satisfaction of such target.
(5)  The option expires on the earlier of (a) April 30, 2025 and (b) the twelve (12) month anniversary of the date the reporting person ceases to be a Service Provider (as defined in the Issuer's 2010 Equity Incentive Plan).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Suh Kenneth
C/O VIVUS, INC.
900 E. HAMILTON AVE., SUITE 550
CAMPBELL, CA 95008


President

Signatures
/s/ Julie Hollenback, Attorney-in-Fact 8/9/2018
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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