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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Tullman Stephen A. C/O ACLARIS THERAPEUTICS, INC. 101 LINDENWOOD DRIVE, SUITE 400 MALVERN, PA 19355 |
X |
/s/ Brian F. Leaf, Attorney-in-fact | 09/19/2016 | |
**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) | Liquidating distribution by NeXeption, LLC, of which the reporting person is a member, in accordance with NeXeption, LLC's Limited Liability Company Operating Agreement. The reporting person was also the sole Manager of NeXeption, LLC prior to its liquidation. In prior reports, the reporting person reported beneficial ownership of 521,739 shares of the issuer's common stock held by NeXeption, LLC. The reporting person disclaims beneficial ownership of the shares held by NeXeption, LLC except to the extent of his pecuniary interest therein. |
(2) | These shares are held by NST, LLC of which the reporting person is a member and the sole Manager. The reporting person has sole voting and dispositive power over the shares held by NST, LLC. The reporting person disclaims beneficial ownership over the shares held by NST, LLC except to the extent of his pecuniary interest therein. |
(3) | Pro rata distribution by NST, LLC, of which the reporting person is a member, in accordance with NST, LLC's Limited Liability Company Operating Agreement. NST, LLC received 144,153 shares of the issuer's common stock as a liquidating distribution from NeXeption, LLC described in footnotes (1) and (2) above and immediately distributed 50,002 of the shares on a pro rata basis to its members. |
(4) | These shares are held by the 2007 Irrevocable Trust of Stephen A. Tullman, for which the reporting person's spouse serves as the trustee. |