Sec Form 4 Filing - Titterton Lewis H jr @ Anixa Biosciences Inc - 2019-09-20

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
Titterton Lewis H jr
2. Issuer Name and Ticker or Trading Symbol
Anixa Biosciences Inc [ ANIX]
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 ANIXA BIOSCIENCES, INC., 3150 ALMADEN EXPRESSWAY, SUITE 250
3. Date of Earliest Transaction (MM/DD/YY)
09/20/2019
(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 $ 0.67 09/20/2019 D( 1 ) 30,000 ( 2 ) 09/19/2022 Common Stock 30,000 ( 1 ) 0 D
Employee Stock Option $ 2.575 09/20/2019 A( 1 ) 30,000 ( 2 ) 09/19/2022 Common Stock 30,000 ( 1 ) 30,000 D
Employee Stock Option $ 0.67 09/20/2019 D( 1 ) 40,000 ( 3 ) 02/15/2023 Common Stock 40,000 ( 1 ) 0 D
Employee Stock Option $ 2.575 09/20/2019 A( 1 ) 40,000 ( 3 ) 02/15/2023 Common Stock 40,000 ( 1 ) 40,000 D
Employee Stock Option $ 0.67 09/20/2019 D( 1 ) 16,000 ( 4 ) 12/31/2022 Common Stock 16,000 ( 1 ) 0 D
Employee Stock Option $ 2.575 09/20/2019 A( 1 ) 16,000 ( 4 ) 12/31/2022 Common Stock 16,000 ( 1 ) 16,000 D
Employee Stock Option $ 0.67 09/20/2019 D( 1 ) 6,000 ( 5 ) 07/17/2027 Common Stock 6,000 ( 1 ) 0 D
Employee Stock Option $ 0.82 09/20/2019 A( 1 ) 6,000 ( 5 ) 07/17/2027 Common Stock 6,000 ( 1 ) 6,000 D
Employee Stock Option $ 0.67 09/20/2019 D( 1 ) 120,000 ( 6 ) 11/08/2023 Common Stock 120,000 ( 1 ) 0 D
Employee Stock Option $ 2.575 09/20/2019 A( 1 ) 120,000 ( 6 ) 11/08/2023 Common Stock 120,000 ( 1 ) 120,000 D
Employee Stock Option $ 0.67 09/20/2019 D( 1 ) 16,000 ( 7 ) 12/31/2023 Common Stock 16,000 ( 1 ) 0 D
Employee Stock Option $ 2.575 09/20/2019 A( 1 ) 16,000 ( 7 ) 12/31/2023 Common Stock 16,000 ( 1 ) 16,000 D
Employee Stock Option $ 0.67 09/20/2019 D( 1 ) 16,000 ( 8 ) 01/02/2025 Common Stock 16,000 ( 1 ) 0 D
Employee Stock Option $ 2.575 09/20/2019 A( 1 ) 16,000 ( 8 ) 01/02/2025 Common Stock 16,000 ( 1 ) 16,000 D
Employee Stock Option $ 0.67 09/20/2019 D( 1 ) 16,000 ( 9 ) 01/14/2026 Common Stock 16,000 ( 1 ) 0 D
Employee Stock Option $ 2.92 09/20/2019 A( 1 ) 16,000 ( 9 ) 01/14/2026 Common Stock 16,000 ( 1 ) 16,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Titterton Lewis H jr
C/O ANIXA BIOSCIENCES, INC.
3150 ALMADEN EXPRESSWAY, SUITE 250
SAN JOSE, CA95118
X
Signatures
/s/ Lewis H. Titterton, Jr. 09/20/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These transactions involved an amendment of outstanding stock options due to a settlement pursuant to which these options that had been repriced on September 6, 2017 to $0.67, would have their exercise price changed to the exercise price immediately prior to that repricing, 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.
( 2 )The option was originally granted on September 19, 2012 and vested as follows: one third immediately and two thirds annually beginning on September 19, 2013.
( 3 )The option was originally granted on February 15, 2013 and vested as follows: one third immediately and two thirds annually beginning on February 15, 2014.
( 4 )The option was originally granted on March 28, 2013 and vested in in four (4) equal installments on each March 31, 2013, June 30, 2013, September 30, 2013 and December 31, 2013.
( 5 )The option was originally granted on July 17, 2017 and vests and become exercisable in two equal installments on each September 30, 2017 and December 31, 2017.
( 6 )The option was originally granted on November 8, 2013 and vested in 36 consecutive monthly installments beginning on December 31, 2013.
( 7 )The option was originally granted on January 2, 2014 and vested in four (4) equal installments on each of March 31, 2014, June 30, 2014, September 30, 2014 and December 31, 2014.
( 8 )The option was originally granted on January 2, 2015 and vested in four (4) equal installments on each of March 31, 2015, June 30, 2015, September 30, 2015 and December 31, 2015.
( 9 )The option was originally granted on February 18, 2016 and vested in four (4) equal installments on each of March 31, 2016, June 30, 2016, September 30, 2016 and December 31, 2016.

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