Statement of Changes in Beneficial Ownership (4)
August 26 2020 - 1:40PM
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
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KEHAYA MARK W |
2. Issuer Name and Ticker or Trading Symbol
PYXUS INTERNATIONAL, INC.
[
PYXSQ
]
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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 OLD HOLDCO, INC., 8001 AERIAL CENTER PARKWAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/24/2020 |
(Street)
MORRISVILLE, NC 27560
(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 | 8/24/2020 | | J | | 218650 (1) | D | $0.1067 (1) | 0 | D | |
Common Stock | 8/24/2020 | | J | | 395 (1) | D | $0.1067 (1) | 0 | I | 401(k) |
Common Stock | 8/24/2020 | | J | | 134124 (1) | D | $0.1067 (1) | 0 | I | By Helga L. Kehaya Trust, Trustee Mark Kehaya (2) |
Common Stock | 8/24/2020 | | J | | 1308 (1) | D | $0.1067 (1) | 0 | I | By wife as UTMA custodian for daughter |
Common Stock | 8/24/2020 | | J | | 540 (1) | D | $0.1067 (1) | 0 | I | By wife as UTMA custodian for son |
Common Stock | 8/24/2020 | | J | | 55317 (1) | D | $0.1067 (1) | 0 | I | U.S. Trust Company of Delaware Administrative Trustee of the Kehaya QTIP FBO LISA-HOLD |
Common Stock | 8/24/2020 | | J | | 78822 (1) | D | $0.1067 (1) | 0 | I | Reliance Trust Co, Mark Kehaya, Ery W. Kehaya and Elizabeth Kehaya, co-trustees, Ery W. Kehaya CLAT |
Common Stock | 8/24/2020 | | J | | 7485 (1) | D | $0.1067 (1) | 0 | I | Reliance Trust Company Co-Trustee of the Kehaya GST Ex Tr FBO Ery W. Kehaya |
Common Stock | 8/24/2020 | | J | | 15040 (1) | D | $0.1067 (1) | 0 | I | Reliance Trust Company Co-Tustee of the Kehaya GST Ex Tr FBO Mark Kehaya |
Common Stock | 8/24/2020 | | J | | 7485 (1) | D | $0.1067 (1) | 0 | I | Reliance Trust Company Co-Trustee of the Kehaya GST Ex Tr FBO Elizabeth Kehaya |
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 |
Non-Qualified Stock Option Right to Buy (1) | $60 | 8/24/2020 | | J | | | 50000 | 4/17/2012 (4) | 4/17/2022 | Common Stock | (3) | (3) | 0 (3) | D | |
Explanation of Responses: |
(1) | All such shares of common stock were cancelled on August 24.
2020 by the order(the "Confirmation Order") of the U.S.
Bankruptcy Court for the District of Delaware (the "Bankruptcy
Court") dated August 21, 2020 in the cases under Chapter 11 of
the U.S. Bankruptcy Code of the Issuer (then known as Pyxus
International, Inc.), Alliance One International, LLC, Alliance
One North America, LLC, Alliance One Specialty Products, LLC and
GSP Properties, LLC being jointly administered under the caption
"In re:Pyxus International, Inc., et al., Debtors" (Case No. 20-
11570 (LSS)upon payment of $0.106698181 per share. |
(2) | The reporting person is the trustee of the trust. |
(3) | All rights to acquire the Issuer's common stock were cancelled
on August 24, 2020 by the Confirmation Order with no payment in
respect of such rights. |
(4) | The Non-Qualified Stock Options were awarded on April 17, 2012
with scheduled vesting in equal installments on the date of
grant, and the first, second, third and fourth anniversaries of
the date of grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
KEHAYA MARK W C/O OLD HOLDCO, INC. 8001 AERIAL CENTER PARKWAY MORRISVILLE, NC 27560 | X |
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Signatures
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LAURA D. JONES, ATTORNEY-IN-FACT | | 8/26/2020 |
**Signature of Reporting Person | Date |
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