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
                      

1. Name and Address of Reporting Person *

Zhang Song-Yi
2. Issuer Name and Ticker or Trading Symbol

Athenex, Inc. [ ATNX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O ATHENEX, INC., 1001 MAIN STREET, SUITE 600
3. Date of Earliest Transaction (MM/DD/YYYY)

6/29/2018
(Street)

BUFFALO, NY 14203
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock                  5554914   I   (1) (2) By Mandra Medical Limited   (1) (2)
Common Stock                  4000   D    
Common Stock                  181818   I   (2) (3) By iBase Ltd.   (2) (3)
Common Stock                  678880   I   (2) (4) By Avalon Biomedical (Management) Limited   (2) (4)
Common Stock                  287176   I   (1) (2) By Mandra Health Limited   (1) (2)
Common Stock   6/29/2016     A (5)    107181   (5) A   (5) 107181   (5) I   (2) (4) (5) By Avalon Polytom (HK) Limited   (2) (4) (5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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
Stock Option (Right to Buy)   $7.50                    5/18/2016   5/18/2025   Common Stock   80000     80000   D    
Stock Option (Right to Buy)   $9.00                    10/17/2017   10/17/2025   Common Stock   48000     48000   D    
Stock Option (Right to Buy)   $11.00                      (6) 6/14/2027   Common Stock   28500     28500   D    
Stock Option (Right to Buy)   $9.00                      (7) 7/17/2025   Common Stock   54904     54904   I   (2) (4) By Avalon Biomedical (Management) Limited   (2) (4)

Explanation of Responses:
(1)  Each of Mandra Health Limited and Mandra Medical Limited are wholly-owned subsidiaries of Beansprouts Limited. Song-Yi Zhang ("Mr. Zhang") is a member of the board of directors of each of Mandra Health Limited and Mandra Medical Limited and, together with his spouse, own all of the outstanding interests in Beansprouts Limited and shares voting and dispositive power over the shares held by it.
(2)  Mr. Zhang disclaims beneficial ownership of the reported securities except to the extent, if any, of its or his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Zhang is the beneficial owner of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(3)  Mr. Zhang is the sole owner and director of iBase Ltd. and has sole voting and dispositive power over the shares held by iBase Ltd.
(4)  Avalon Biomedical (Management) Limited ("Avalon Biomedical") is an indirect, wholly-owned subsidiary of Avalon Global Holdings Limited ("Avalon Global"). Mr. Zhang, together with his spouse, indirectly own all of the outstanding interests in Mandra Medical Limited, which owns 10.82% of the outstanding interests in Avalon Global, and Mr. Zhang serves on the board of directors of Avalon Global and has shared voting and dispositive power with respect to the shares held by Avalon Biomedical.
(5)  These shares were acquired pursuant to the terms of a License Agreement dated as of June 29, 2018 by and between Athenex Therapeutics Limited, a wholly-owned subsidiary of Athenex, Inc. ("Athenex") and Avalon Polytom (HK) Limited, a majority-owned affiliate of Avalon Global. The number of shares was determined by dividing $2.0 million by the closing price of Athenex common stock on June 29, 2018.
(6)  This option vests in four equal annual installments beginning on June 14, 2018.
(7)  This option vests in three equal annual installments beginning on July 17, 2016.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Zhang Song-Yi
C/O ATHENEX, INC.
1001 MAIN STREET, SUITE 600
BUFFALO, NY 14203
X X

Mandra Medical Ltd
NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR
J&C BUILDING, P.O. BOX 933, ROAD TOWN
TORTOLA, D8 VG1110

X

Beansprouts Ltd
NEWHAVEN TRUSTEES (BVI) LTD., 3RD FLOOR
J&C BUILDING, P.O. BOX 933, ROAD TOWN
TORTOLA, D8 VG1110

X

Mui Bing How Tammy
C/O ATHENEX, INC., 1001 MAIN STREET
SUITE 600
BUFFALO, NY 14203

X


Signatures
Song-Yi Zhang, By: /s/ Teresa Bair, Attorney-in-Fact 7/12/2018
** Signature of Reporting Person Date

Mandra Medical Limited, By: Song-Yi Zhang, Director, By: /s/ Teresa Bair, Attorney-in-Fact 7/12/2018
** Signature of Reporting Person Date

Beansprouts Limited, By: Song-Yi Zhang, Director, By: /s/ Teresa Bair, Attorney-in-Fact 7/12/2018
** Signature of Reporting Person Date

Mui Bing How Tammy, By: /s/ Teresa Bair, Attorney-in-Fact 7/12/2018
** 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 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).
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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