Statement of Changes in Beneficial Ownership (4)
April 16 2021 - 3:50PM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Disbrow Joshua R. |
2. Issuer Name and Ticker or Trading Symbol
AYTU BIOPHARMA, INC
[
AYTU
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O AYTU BIOPHARMA, INC., 373 INVERNESS PARKWAY, SUITE 206 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/16/2021 |
(Street)
ENGLEWOOD, CO 80112
(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 | 4/16/2021 | | A | | 800000 (1) | A | $0 (1) | 897506 | 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 |
Explanation of Responses: |
(1) | Grant of restricted shares. The restricted shares have the following accelerated vesting conditions: (1) The consummation of a Sale Event. (2) The closing price of the Company's stock price is equal or greater than forty dollars per share ($40) for two consecutive trading days. (3) The Grantee's service with the Company or a Related Entity is terminated by the Company without Cause (as defined below). (4) At the Compensation Committee's discretion based on the Company achieving certain revenue milestones and the successful integration of future acquisitions. The restricted shares vest as follows, and have no voting or dispositive rights until vested: 1/3 on April 16, 2022, and 1/12 on the first day of each quarter thereafter, such that the restricted shares will be fully vested on the third anniversary of the grant, subject to the reporting person's continuing employment with the Issuer. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Disbrow Joshua R. C/O AYTU BIOPHARMA, INC. 373 INVERNESS PARKWAY, SUITE 206 ENGLEWOOD, CO 80112 | X |
| Chief Executive Officer |
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Signatures
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/s/Joshua R. Disbrow | | 4/16/2021 |
**Signature of Reporting Person | Date |
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