Statement of Changes in Beneficial Ownership (4)
July 03 2019 - 4:22PM
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
*
ROEDEL RICHARD
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2. Issuer Name
and
Ticker or Trading Symbol
LUNA INNOVATIONS INC
[
LUNA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O LUNA INNOVATIONS INCORPORATED, 301 1ST STREET SW, SUITE 200
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/1/2019
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(Street)
ROANOKE, VA 24011
(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 Units
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(1)
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7/1/2019
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A
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3464.52
(2)
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(3)
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(3)
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Common Stock
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3464.52
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$4.51
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30437.81
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D
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Stock Units
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(1)
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7/1/2019
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A
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221.73
(4)
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(3)
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(3)
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Common Stock
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221.73
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$4.51
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30659.54
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D
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Stock Units
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(5)
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(5)
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(5)
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Common Stock
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(5)
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232043.49
(5)
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I
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By Spouse
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Explanation of Responses:
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(1)
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Stock units are convertible into issuer's common stock on a 1-for-1 basis.
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(2)
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The grant was made pursuant to issuer's non-employee director compensation policy, as compensation for Mr. Roedel's service as chairman of the board of directors for the period from July 1, 2019 to September 30, 2019. The number of restricted stock units is equal to $15,625.00 divided by $4.51, the closing price of issuer's common stock on the Nasdaq Capital Market on July 1, 2019, the first trading day of the quarter. The Reporting Person elected to receive fees in stock units.
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(3)
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The stock units become issuable in common stock of the issuer at the election of the Reporting Person upon the earliest to occur of the Reporting Period's termination of service, a change in control of the issuer, an unforeseeable emergency, or a fixed date selected by the Reporting Person. The units have no expiration date.
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(4)
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This grant was made pursuant to issuer's non-employee director compensation policy, as compensation for Mr. Roedel's service on the audit committee of the board of directors for the period from July 1, 2019 to September 30, 2019. The number of restricted stock units is equal to $1,000.00 divided by $4.51, the closing price of issuer's common stock on the Nasdaq Capital Market on July 1, 2019, the first day of the quarter. The Reporting Person elected to receive fees in stock units.
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(5)
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These stock units were previously reported as directly held by the Reporting Person, but have been transferred to the Reporting Person's spouse as a bona fide gift for no consideration.
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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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ROEDEL RICHARD
C/O LUNA INNOVATIONS INCORPORATED
301 1ST STREET SW, SUITE 200
ROANOKE, VA 24011
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X
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Signatures
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/s/ Scott A. Graeff, Attorney-In-Fact
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7/3/2019
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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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