Chief Executive Officer Nguyen Diem converted options into 59,288 shares and covered exercise/tax liability with 23,893 shares (SEC Form 4)
$SIGA
Biotechnology: Pharmaceutical Preparations
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SIGA TECHNOLOGIES INC [ SIGA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/25/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, par value $.0001 per share | 10/25/2024 | M | 59,288(1) | A | $0 | 59,288 | D | |||
| Common Stock, par value $.0001 per share | 10/25/2024 | F | 23,893(2) | D | $6.77 | 35,395 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 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: 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 | ||||||||
| Performance Stock Units | (3) | 10/25/2024 | M | 59,288 | (3) | (3) | Common Stock, par value $.0001 per share | 59,288 | $0 | 118,577 | D | ||||
| Explanation of Responses: |
| 1. Represents the acquisition of Common Stock from the vesting of one-third of the performance stock units ("PSUs") granted on January 27, 2024 upon achieving the $7.00 share price target (adjusted for dividends paid). |
| 2. Represents the withholding by the Issuer of shares of Common Stock (based on $6.77 per share, the closing stock price on October 25, 2024) to satisfy tax withholding obligations associated with the vesting of PSUs and the consequent issuance of Common Stock. |
| 3. PSUs represent contingent rights to receive Common Stock on a one-for-one basis. These PSUs vest as follows: (a) one-third of these PSUs vest if, during any period of 90 consecutive trading days during the three-year period beginning on the grant date (the "Performance Period"), the Issuer's Common Stock closing stock price (plus the per share value of any dividends issued during the measurement date) (the "Stock Price") is at or above $7.00, (b) one-third of these PSUs vest, if during any period of 90 consecutive trading days during the Performance Period, the Stock Price is at or above $8.00, and (c) one-third of these PSUs vest, if during any 90 consecutive trading days during the Performance Period, the Stock Price is at or above $9.00. On March 12, 2024, the Board of Directors of the Issuer declared a special dividend of $0.60 per share of Common Stock, and each applicable Stock Price hurdle was lowered by $0.60 accordingly. |
| /s/ Diem Nguyen | 10/29/2024 | |
| ** 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 Number. | ||