Statement of Changes in Beneficial Ownership (4)
March 03 2017 - 10:30AM
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 APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
Sacks Michael Ivan
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2. Issuer Name
and
Ticker or Trading Symbol
ULURU Inc.
[
ULUR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
__
X
__ Other (specify below)
See explanation below
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(Last)
(First)
(Middle)
C/O WIGGIN AND DANA LLP (SCOTT KAUFMAN), 450 LEXINGTON, 38TH FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/1/2017
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(Street)
NEW YORK, NY 10017
(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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Call option (obligation to sell)
(1)
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$.60
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7/29/2015
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J
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2000000
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8/1/2016
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7/31/2022
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Common Stock
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(1)
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$0
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0
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D
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Put Option (right to sell)
(1)
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$.25
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7/29/2015
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J
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V
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2000000
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1/1/2016
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7/31/2022
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Common Stock
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(1)
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$0
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0
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D
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Explanation of Responses:
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(
1)
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The Reporting Person and Centric Capital Ventures LLC ("Centric Capital") are parties to a put and call agreement dated as of July 29, 2015 (the "Put and Call Agreement") under which Centric Capital acquired a call option on the shares of the Issuer's common stock owned by the Reporting Person and granted to the Reporting Person a put option with respect to his shares of the Issuer's common stock. On March 1, 2017, the Reporting Person and Centric Capital terminated the Put and Call Agreement without the payment of consideration by either party, thereby cancelling the put and call options thereunder.
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Remarks:
The Reporting Person, Bradley J. Sacks and Centric Capital may be deemed to be members of a "group" within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934 that is the beneficial owner of more than 10% of the Issuer's common stock.
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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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Sacks Michael Ivan
C/O WIGGIN AND DANA LLP (SCOTT KAUFMAN)
450 LEXINGTON, 38TH FLOOR
NEW YORK, NY 10017
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X
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See explanation below
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Signatures
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/s/Michael Ivan Sacks
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3/3/2017
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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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