Sec Form 4 Filing - Kumar Ramesh @ Onconova Therapeutics, Inc. - 2016-07-26

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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
Kumar Ramesh
2. Issuer Name and Ticker or Trading Symbol
Onconova Therapeutics, Inc. [ ONTX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
C/O ONCONOVA THERAPEUTICS, INC., 375 PHEASANT RUN
3. Date of Earliest Transaction (MM/DD/YY)
07/26/2016
(Street)
NEWTOWN, PA18940
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 07/29/2016 X 50,765 A $ 4.1 ( 1 ) 78,417 D ( 3 )
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
Subscription Right (right to buy) $ 4.1 07/26/2016 X 41,475 07/08/2016 07/26/2016 See footnote ( 1 ) 41,475 $ 0 0 D
Warrants (right to buy) $ 4.92 07/29/2016 X 38,071 07/29/2016 07/27/2021 Common Stock ( 2 ) 38,071 ( 1 ) 38,071 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kumar Ramesh
C/O ONCONOVA THERAPEUTICS, INC.
375 PHEASANT RUN
NEWTOWN, PA18940
X President and CEO
Signatures
/s/ Ramesh Kumar 08/10/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The common stock and the warrants reported on this Form 4 were acquired pursuant to the exercise of subscription rights previously distributed by the Issuer to all holders of the Issuer's common stock. Each holder received 1.5 subscription rights per share of stock owned, and each right allowed the recipient to purchase one unit, consisting of one share of common stock and 0.75 of a warrant to purchase one share of common stock. The subscription price per unit was $4.10. Holders of the subscription rights, including the Reporting Person, also had an overallotment privilege to subscribe for additional units not purchased by other holders, subject to allocation. The allocation of the overallotment privilege to persons who hold their securities through a broker was completed on August 1, 2016.
( 2 )Each warrant entitles the holder to purchase one share of common stock at an exercise price of $4.92 from the date of issuance through July 27, 2021.
( 3 )37,510 shares are held by the Ramesh Kumar 2012 Trust, of which the reporting person is a trustee.

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