Sec Form 4/A Filing - Celano Michael @ Recro Pharma, Inc. - 2019-01-18

Insider filing report for Changes in Beneficial Ownership
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FORM 4/A
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
Celano Michael
2. Issuer Name and Ticker or Trading Symbol
Recro Pharma, Inc. [ REPH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
(Last) (First) (Middle)
C/O RECRO PHARMA, INC., 490 LAPP ROAD
3. Date of Earliest Transaction (MM/DD/YY)
01/18/2019
(Street)
MALVERN, PA19355
4. If Amendment, Date Original Filed (MM/DD/YY)
01/23/2019
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 01/18/2019 A 14,464 ( 1 ) ( 6 ) A $ 0 41,237 D
Common Stock 01/18/2019 M 6,400 A 47,637 D
Common Stock 01/18/2019 F 1,782 ( 3 ) D $ 7.99 45,855 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
Employee Stock Option (right to buy) $ 7.99 01/18/2019 A 67,500 ( 6 ) ( 4 ) 01/18/2029 Common Stock 67,500 $ 0 67,500 D
Restricted Stock Units ( 2 ) 01/18/2019 M 6,400 ( 5 ) ( 5 ) Common Stock 6,400 $ 0 12,800 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Celano Michael
C/O RECRO PHARMA, INC.
490 LAPP ROAD
MALVERN, PA19355
Chief Operating Officer
Signatures
/s/ Ryan D. Lake, as attorney-in-fact 02/19/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )All of the shares of common stock are represented by restricted stock units that will vest in four equal annual installments beginning January 18, 2020, subject to continued employment with the Company. Vested shares will be delivered to the reporting person within 30 days following each respective vesting date.
( 2 )Restricted stock units convert into common stock on a one-for-one basis.
( 3 )Shares withheld by the Issuer to satisfy applicable withholding taxes upon vesting of restricted stock units..
( 4 )The stock option vests in equal monthly installments over 48 months, beginning on the date that is one month from the date of grant, subject to continued employment with the Company.
( 5 )On January 18, 2017, the reporting person was granted 25,600 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.
( 6 )Due to a clerical error, the reporting person is filing this Amendment to correct the number of options and restricted stock units granted.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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