Sec Form 4 Filing - Baskies Arnold M @ ITUS Corp - 2017-09-06

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
Baskies Arnold M
2. Issuer Name and Ticker or Trading Symbol
ITUS Corp [ ITUS]
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 ITUS CORPORATION, 3150 ALMADEN EXPRESSWAY, SUITE 250
3. Date of Earliest Transaction (MM/DD/YY)
09/06/2017
(Street)
SAN JOSE, CA95118
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
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) ( 1 ) $ 0.67 09/06/2017 A 20,000 ( 2 ) 09/06/2027 Common Stock 20,000 $ 0 20,000 D
Employee Stock Option $ 3.13 09/06/2017 D( 3 ) 6,000 ( 4 ) 08/23/2026 Common Stock 6,000 ( 3 ) 0 D
Employee Stock Option $ 0.67 09/06/2017 A( 3 ) 6,000 ( 4 ) 08/23/2026 Common Stock 6,000 ( 3 ) 6,000 D
Employee Stock Option $ 5.3 09/06/2017 D( 3 ) 12,000 ( 5 ) 01/03/2027 Common Stock 12,000 ( 3 ) 0 D
Employee Stock Option $ 0.67 09/06/2017 A( 3 ) 12,000 ( 5 ) 01/03/2027 Common Stock 12,000 ( 3 ) 12,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Baskies Arnold M
C/O ITUS CORPORATION
3150 ALMADEN EXPRESSWAY, SUITE 250
SAN JOSE, CA95118
X
Signatures
/s/ Arnold M. Baskies 09/08/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Right-To-Buy, pursuant to the ITUS Corporation 2010 Share Incentive Plan.
( 2 )The options vest and become exercisable as follows: a) 10,000 shares shall be vested and exercisable upon grant; b) 8,888 shares shall vest and become exercisable in eight (8) consecutive quarterly installments of 1,111 shares each on the last day of each fiscal quarter, beginning November 30, 2018 and continuing through August 31, 2019; and c) the remaining 1,112 shares shall vest and become exercisable on November 30, 2019.
( 3 )These transactions involved an amendment of outstanding stock options for the sole purpose of lowering the exercise price, resulting in the deemed cancellation of the "old" options and the grant of replacement options. All of the other terms of the options remain the same, including without limitation, the number of shares underlying the options, the vesting periods of the options, and the expiration dates of the options.
( 4 )The option was originally granted on August 23, 2016 and vested 50% on September 30, 2016 and 50% on December 31, 2016.
( 5 )The option was originally granted on January 3, 2017 and vests and become exercisable in four (4) equal installments on each March 31, 2017, June 30, 2017, September 30, 2017 and December 31, 2017.

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