- Statement of Changes in Beneficial Ownership (4)
May 05 2011 - 5:21PM
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 Number:
3235-0287
Expires:
February 28, 2011
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
THON RICHARD
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2. Issuer Name
and
Ticker or Trading Symbol
ProUroCare Medical Inc.
[
PUMD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Financial Officer
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(Last)
(First)
(Middle)
8351 WEST LAKE DRIVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/3/2011
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(Street)
CHANHASSEN, MN 55317
(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 options
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$1.00
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(2)
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7/11/2015
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Common stock, $0.00001 par value
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35000
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35000
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D
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Stock options
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$11.33
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(1)
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4/18/2012
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Common stock, $0.00001 par value
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2000
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2000
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D
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Stock options
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$11.33
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(1)
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4/18/2012
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Common stock, $0.00001 par value
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1000
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1000
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I
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Options held by son, Eric Thon
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Stock Options
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$0.85
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(1)
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3/3/2016
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Common stock, $0.00001 par value
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45000
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45000
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D
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Stock options
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$1.50
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(3)
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9/29/2016
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Common stock, $0.00001 par value
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60000
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60000
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D
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Stock options
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$0.975
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5/3/2011
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A
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90000
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(4)
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5/4/2018
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Common stock, $0.00001 par value
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90000
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$0
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90000
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D
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Explanation of Responses:
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(
1)
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Immediately exercisable.
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(
2)
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Exercisable as to 26,666 shares immediately; remaining options vest as to 8,334 shares on July 1, 2011.
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(
3)
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Options shall vest on the latter of the date that the Company is cleared by the FDA to sell the ProUroScan System in the United States or the date the Company closes on an aggregate of $2,000,000 or more of incremental equity financing after the date of grant(including the exercise of existing warrants).).
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(
4)
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The options will vest in the amounts indicated below upon achievement of the following objectives within nine months of the Company's receipt of FDA clearance to sell the ProUroScan System in the U.S.:25% vesting - upon recording $500,000 in sales, 15% vesting upon the raising of $5 million in new funding, 30% vesting upon the execution of a corporate partner agreement, 30% vesting upon the filing of three new patent applications
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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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THON RICHARD
8351 WEST LAKE DRIVE
CHANHASSEN, MN 55317
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Chief Financial Officer
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Signatures
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Richard B. Thon
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5/5/2011
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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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