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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A Convertible Preferred Stock | (1) | 12/23/2014 | C | 29,130 | (1) | (1) | Common Stock | 17,135 (8) | $ 0 | 0 | I | By the Jordana Slawin 2012 Family Trust (2) | |||
Series A Convertible Preferred Stock | (1) | 12/23/2014 | C | 28,000 | (1) | (1) | Common Stock | 16,470 (8) | $ 0 | 0 | I | By the Kevin Slawin 2009 Family Trust (4) | |||
Series A Convertible Preferred Stock | (1) | 12/23/2014 | C | 28,737 | (1) | (1) | Common Stock | 16,904 (8) | $ 0 | 0 | I | By the 2009 Slawin Family Partnership (5) | |||
Series B Convertible Participating Preferred Stock | (6) | 12/23/2014 | C | 110,514 | (6) | (6) | Common Stock | 65,008 (8) | $ 0 | 0 | I | By the 2009 Slawin Family Partnership (5) | |||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 38,889 | (3) | (3) | Common Stock | 22,875 (8) | $ 0 | 0 | D | ||||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 109,328 | (3) | (3) | Common Stock | 64,310 (8) | $ 0 | 0 | I | By the Jordana Slawin 2012 Family Trust (2) | |||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 95,283 | (3) | (3) | Common Stock | 56,048 (8) | $ 0 | 0 | I | By the Kevin Slawin 2009 Family Trust (4) | |||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 26,633 | (3) | (3) | Common Stock | 15,666 (8) | $ 0 | 0 | I | By the 2009 Slawin Family Partnership (5) | |||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 25,277 | (3) | (3) | Common Stock | 14,868 (8) | $ 0 | 0 | D | ||||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 71,063 | (3) | (3) | Common Stock | 41,801 (8) | $ 0 | 0 | I | By the Jordana Slawin 2012 Family Trust (2) | |||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 61,933 | (3) | (3) | Common Stock | 36,431 (8) | $ 0 | 0 | I | By the Kevin Slawin 2009 Family Trust (4) | |||
Series C Convertible Preferred Stock | (3) | 12/23/2014 | C | 17,311 | (3) | (3) | Common Stock | 10,182 (8) | $ 0 | 0 | I | By the 2009 Slawin Family Partnership (5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Slawin Kevin M. C/O BELLICUM PHARMACEUTICALS, INC. 2130 W. HOLCOMBE BLVD., STE. 800 HOUSTON, TX 77030 |
X | CMO and CTO |
/s/ Kevin M. Slawin, M.D. | 12/23/2014 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The Series A Convertible Preferred Stock converted into the Issuer's common stock on a 1.7-for-1 basis and had no expiration date. |
(2) | The Reporting Person's spouse is trustee of the Jordana Slawin 2012 Family Trust. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
(3) | The Series C Convertible Preferred Stock converted into the Issuer's common stock on a 1.7-for-1 basis and had no expiration date. |
(4) | The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
(5) | The Reporting Person is a managing partner of the 2009 Slawin Family Partnership that owns the reported securities. The Reporting Person has the dispositive power and control over the securities held by such partnership. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
(6) | The Series B Convertible Preferred Stock converted into the Issuer's common stock on a 1.7-for-1 basis and had no expiration date. |
(7) | On December 4, 2014, the Board of Directors of the Issuer declared a dividend payable to all holders of records of the Series B Convertible Participating Preferred Stock of the Issuer on December 16, 2014, payable in the form of cash or in shares of Common Stock of the Issuer, at the option of each holder. The dividends occurred in connection with the closing of the Issuer's public offering. The Reporting Person elected to receive the shares of Common Stock. |
(8) | Reflects 1.7-for-1 reverse stock split which became effective on December 5, 2014. |