Sec Form 4 Filing - GOLDWYN MARTIN M @ HI TECH PHARMACAL CO INC - 2013-10-04

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
GOLDWYN MARTIN M
2. Issuer Name and Ticker or Trading Symbol
HI TECH PHARMACAL CO INC [ HITK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O TASHLIK KREUTZER GOLDWYN & CRANDELL, 40 CUTTERMILL ROAD
3. Date of Earliest Transaction (MM/DD/YY)
10/04/2013
(Street)
GREAT NECK, NY11021
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 10/04/2013 M 1,500 A $ 24.95 1,500 D
Common Stock 10/04/2013 S 1,500 D $ 43.1 ( 1 ) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) ( 2 ) $ 24.95 10/04/2013 M 1,500 11/08/2006( 3 ) 11/08/2015 Common Stock 1,500 $ 0 7,875 ( 4 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GOLDWYN MARTIN M
C/O TASHLIK KREUTZER GOLDWYN & CRANDELL
40 CUTTERMILL ROAD
GREAT NECK, NY11021
X
Signatures
Martin M. Goldwyn 10/08/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.08 to $43.16, inclusive. The reporting person undertakes to provide Hi-Tech Pharmacal Co., Inc., any security holder of Hi-Tech Pharmacal Co., Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) of this Form 4.
( 2 )Stock Option granted under Hi-Tech Pharmacal Co., Inc.'s 1994 Directors Stock Option Plan.
( 3 )The option became exercisable in four equal annual installments beginning on the first anniversary of the grant date.
( 4 )Other than the option to acquire an additional 9,375 shares of the Company's stock reflected on this form as still held by the filer, the filer is also the holder of additional options to acquire 75,400 shares of the Company's stock (for options to acquire an aggregate of 84,775 shares). The other options were granted on various dates, with varying exercise prices and exercisable and expiration dates.

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).

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