Sec Form 4 Filing - SUSSMAN S DONALD @ Arno Therapeutics, Inc - 2016-12-30

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
SUSSMAN S DONALD
2. Issuer Name and Ticker or Trading Symbol
Arno Therapeutics, Inc [ ARNI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Footnote 1
(Last) (First) (Middle)
888 E. LAS OLAS BLVD., SUITE 210
3. Date of Earliest Transaction (MM/DD/YY)
12/30/2016
(Street)
FT LAUDERDALE, FL33301
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 12/30/2016 S 4,285,111 ( 1 ) ( 2 ) D 714,285 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
2016 Series F Warrants (right to buy) $ 0.4375 08/15/2016 08/15/2021 Common Stock 357,142 357,142 D
2012 Series A Warrants $ 1.14 ( 4 ) 12/30/2016 S 1,605,809 10/29/2013 11/26/2017 Common Stock 1,605,809 ( 2 ) ( 3 ) 0 D
2013 Series D Warrants $ 1.75 ( 4 ) 12/30/2016 S 1,383,702 10/29/2013 10/29/2018 Common Stock 1,383,702 ( 2 ) ( 3 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SUSSMAN S DONALD
888 E. LAS OLAS BLVD.
SUITE 210
FT LAUDERDALE, FL33301
See Footnote 1
Signatures
/s/S. Donald Sussman 12/30/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Commercial Street Capital LLC ("CSC") has a contractual right to designate one member of the Issuer's board of directors and has designated Steven B. Ruchefsky, a director of the Issuer, pursuant to such right. Accordingly, the Reporting Person, as a co-managing director of CSC, may be deemed to be a director by deputization for purposes of Section 16 of the Exchange Act.
( 2 )These shares of common stock or warrants exercisable for shares of common stock, as applicable, represent a pro rata distribution from CSC, and not a purchase or sale, of such shares or warrants by CSC to its members without consideration.
( 3 )These reported securities are included within a sale by the Reporting Person of all such securities for an aggregate price of $1,000.
( 4 )As a result of the Issuer's 8/15/16 private placement of common stock and Series F Warrants, the exercise prices and shares underlying the 2012 Series A Warrants and 2013 Series D Warrants were automatically adjusted to the exercise price and shares reflected pursuant to anti-dilution adjustment provisions in such warrants.

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