Statement of Changes in Beneficial Ownership (4)
September 16 2022 - 6:01PM
Edgar (US Regulatory)
FORM 4
[X]
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
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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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Michels Douglas A |
2. Issuer Name and Ticker or Trading Symbol
TYME TECHNOLOGIES, INC.
[
TYME
]
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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 TYME TECHNOLOGIES, INC., 1 PLUCKEMIN WAY - SUITE 103 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/16/2022 |
(Street)
BEDMINSTER, NJ 07921
(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 | 9/16/2022 | | D | | 110000 | D | (1) | 0 | D | |
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 |
Director Stock Option - Option to buy | $2.71 | 9/16/2022 | | D | | | 45833 | (2) | 10/1/2028 | Common Stock | 45833 | (2) | 0 | D | |
Director Stock Option - Option to buy | $2.71 | 9/16/2022 | | D | | | 100000 | (3) | 10/1/2028 | Common Stock | 100000 | (3) | 0 | D | |
Director Stock Option - Option to buy | $1.18 | 9/16/2022 | | D | | | 50000 | (4) | 8/22/2029 | Common Stock | 50000 | (4) | 0 | D | |
Director Stock Option - Option to buy | $1.22 | 9/16/2022 | | D | | | 65000 | (5) | 8/19/2030 | Common Stock | 65000 | (5) | 0 | D | |
Director Stock Option - Option to buy | $1.10 | 9/16/2022 | | D | | | 88000 | (6) | 8/23/2031 | Common Stock | 88000 | (6) | 0 | D | |
Director Stock Option - Option to buy | $0.31 | 9/16/2022 | | D | | | 88000 | (7) | 8/23/2032 | Common Stock | 88000 | (7) | 0 | D | |
Explanation of Responses: |
(1) | Disposed of pursuant to the merger agreement between the issuer and Syros Pharmaceuticals, Inc. ("Syros") in exchange for 4,820 shares of Syros common stock having a market value of $7.30 per share at the close of trading on September 15, 2022, the last trading day immediately preceding the effective time of the merger, but after giving effect to a 1-for-10 reverse stock split by Syros (the "Reverse Split"), with cash paid in lieu of fractional shares. |
(2) | This option was fully vested and assumed by Syros in the merger and replaced with an option to purchase 2,008 shares of Syros common stock for $61.84 per share, after giving effect to the Reverse Split. |
(3) | This option was fully vested and assumed by Syros in the merger and replaced with an option to purchase 4,382 shares of Syros common stock for $61.84 per share, after giving effect to the Reverse Split. |
(4) | This option was fully vested and assumed by Syros in the merger and replaced with an option to purchase 2,191 shares of Syros common stock for $26.93 per share, after giving effect to the Reverse Split. |
(5) | This option was fully vested and assumed by Syros in the merger and replaced with an option to purchase 2,848 shares of Syros common stock for $27.84 per share, after giving effect to the Reverse Split. |
(6) | This option was fully vested and assumed by Syros in the merger and replaced with an option to purchase 3,856 shares of Syros common stock for $25.10 per share, after giving effect to the Reverse Split. |
(7) | This option was fully vested and assumed by Syros in the merger and replaced with an option to purchase 3,856 shares of Syros common stock for $7.07 per share, after giving effect to the Reverse Split. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Michels Douglas A C/O TYME TECHNOLOGIES, INC. 1 PLUCKEMIN WAY - SUITE 103 BEDMINSTER, NJ 07921 | X |
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Signatures
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By: /s/ Richard Cunningham as attorney-in-fact for Douglas A Michels | | 9/16/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | 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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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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