Sec Form 4 Filing - Sirgo Mark A @ BIODELIVERY SCIENCES INTERNATIONAL INC - 2017-03-15

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
Sirgo Mark A
2. Issuer Name and Ticker or Trading Symbol
BIODELIVERY SCIENCES INTERNATIONAL INC [ BDSI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, CEO & Vice Chairman
(Last) (First) (Middle)
C/O BIODELIVERY SCIENCES INTL, INC.,, 4131 PARKLAKE AVENUE, SUITE 225
3. Date of Earliest Transaction (MM/DD/YY)
03/15/2017
(Street)
RALEIGH, NC27612
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 03/15/2017( 1 ) A( 1 )( 2 ) 524,418 A $ 0 ( 1 ) ( 2 ) 1,670,157 D
Common Stock 03/23/2017 S( 3 ) 1,795 D $ 1.9 1,668,362 D
Common Stock 03/27/2017 S( 3 ) 32,000 D $ 1.88 ( 4 ) 1,636,362 D
Common Stock 03/28/2017 S( 3 ) 49,500 D $ 1.9 ( 5 ) 1,586,862 D
Common Stock 03/30/2017 S( 3 ) 12,500 D $ 1.86 ( 6 ) 1,574,362 D
Common Stock 03/31/2017 S( 3 ) 15,100 D $ 1.99 ( 7 ) 1,559,262 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
Restricted Stock Units $ 0 03/15/2017( 1 )( 2 ) A( 1 )( 2 ) 524,418 03/15/2017 03/15/2017 Common Stock 524,418 $ 0 630,170 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sirgo Mark A
C/O BIODELIVERY SCIENCES INTL, INC.,
4131 PARKLAKE AVENUE, SUITE 225
RALEIGH, NC27612
X President, CEO & Vice Chairman
Signatures
/s/ Mark A. Sirgo 03/31/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of common stock reported on this Form 4 were acquired by the Reporting Person in connection with the vesting of Restricted Stock Units ("RSUs") as follows: (i) 15,888 shares of common stock were granted to the Reporting Person under the Issuer's Long Term Incentive Plan. Pursuant to a deferral, these RSUs vested on March 15, 2017; (ii) 140,000 shares of common stock were acquired by the Reporting Person as a result of the vesting of 140,000 RSUs granted to the Reporting Person on February 20, 2013 under the Issuer's 2011 Equity Incentive Plan, as amended (the "Plan"). Pursuant to a deferral, these RSUs vested on March 15, 2017; (iii) 96,837 shares of common stock were acquired by the Reporting Person as a result of the vesting of one-half of the RSUs granted to the Reporting Person on February 22, 2014 under the Plan. Pursuant to a deferral, these RSUs vested on March 15, 2017. Pursuant to a deferral, the remaining half of the RSUs under this grant will vest on September 13
( 2 )(Continued from footnote 1) ; (iv) 266,667 shares of common stock were acquired by the Reporting Person as a result of the vesting of one-third of the RSUs granted to the Reporting Person on February 23, 2015 under the Plan. Pursuant to a deferral, these RSUs vested on March 15, 2017. Pursuant to a deferral, the remainder of the RSUs under this grant will vest in equal portions on each of (a) September 14, 2017 and (b) February 23, 2018; and (v) 5,026 shares of common stock reported on this Form 4 became exercisable on March 21, 2017 and were acquired by the Reporting Person on March 22, 2017 in connection with the vesting of Restricted Stock Units ("RSUs") granted to the Reporting Person under the Issuer's Long Term Incentive Plan.
( 3 )The shares of common stock were sold under a pre-planned 10b5-1 trading plan and were sold to cover the Reporting Person's tax liability upon the vesting of RSUs.
( 4 )On March 27, 2017, the Reporting Person sold an aggregate of 32,000 shares of the Issuer's Common Stock at a weighted average price of $1.88 per share. The highest sale price for the Common Stock was $1.90 per share and the lowest sale price was $1.88 per share. The Reporting Person undertakes to provide the Company, any security holder of the Company 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.
( 5 )On March 28, 2017, the Reporting Person sold an aggregate of 49,500 shares of the Issuer's Common Stock at a weighted average price of $1.90 per share. The highest sale price for the Common Stock was $1.93 per share and the lowest sale price was $1.90 per share. The Reporting Person undertakes to provide the Company, any security holder of the Company 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.
( 6 )On March 30, 2017, the Reporting Person sold an aggregate of 12,500 shares of the Issuer's Common Stock at a weighted average price of $1.86 per share. The highest sale price for the Common Stock was $1.88 per share and the lowest sale price was $1.86 per share. The Reporting Person undertakes to provide the Company, any security holder of the Company 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.
( 7 )On March 31, 2017, the Reporting Person sold an aggregate of 15,100 shares of the Issuer's Common Stock at a weighted average price of $1.99 per share. The highest sale price for the Common Stock was $2.03 per share and the lowest sale price was $1.93 per share. The Reporting Person undertakes to provide the Company, any security holder of the Company 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.

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