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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 | ||||||||
| Stock Option (right to buy) | $ 1.25 (3) | (4) | 10/25/2021 | Common Stock | 7,500 | 7,500 | D | ||||||||
| Stock Option (right to buy) | $ 1.25 (3) | (4) | 04/26/2022 | Common Stock | 15,000 | 15,000 | D | ||||||||
| Stock Option (right to buy) | $ 1.5 (5) | (4) | 05/09/2023 | Common Stock | 15,000 | 15,000 | D | ||||||||
| Stock Option (right to buy) | $ 14 | 01/31/2015 | 07/30/2024 | Common Stock | 15,000 | 15,000 | D | ||||||||
| Stock Option (right to buy) | $ 25.39 | (6) | 03/26/2025 | Common Stock | 15,000 | 15,000 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Rana Manu S 280 PARK AVENUE, 3RD FLOOR NEW YORK, NY 10017 |
X | |||
| /s/ Manu S. Rana | 09/29/2015 | |
| **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) | Price of $29.50 does not reflect underwriter discount or fees. |
| (2) | All securities are held of record by Financial Partners Fund I, L.P. ("FPF I"), a Delaware limited partnership. The reporting person is a managing principal of FPF I. The reporting person disclaims beneficial ownership of the securities held by FPF I except to the extent of his pecuniary interest therein. |
| (3) | As previously reported in the reporting person's Form 3, the option grant had a $2.25 exercise price upon issuance. The $2.25 exercise price was automatically adjusted to $1.25 on August 4, 2014 as a result of the occurrence of an event specified in the terms of the option grant at the time of its issuance. |
| (4) | The option is immediately exercisable. |
| (5) | As previously reported in the reporting person's Form 3, the option grant had a $2.50 exercise price upon issuance. The $2.50 exercise price was automatically adjusted to $1.50 on August 4, 2014 as a result of the occurrence of an event specified in the terms of the option grant at the time of its issuance. |
| (6) | The option became exercisable as to 7,500 shares upon the reporting person's reelection to the issuer's board of directors at the issuer's 2015 Annual Meeting of Stockholders held on June 24, 2015. The remaining 7,500 shares will become exercisable on January 31, 2016; provided, that the reporting person continues to serve as a director of the issuer through such date. |