Sec Form 4 Filing - Cross Shawn @ Cyclo Therapeutics, Inc. - 2023-12-27

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
Cross Shawn
2. Issuer Name and Ticker or Trading Symbol
Cyclo Therapeutics, Inc. [ CYTH]
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 CYCLO THERAPEUTICS, INC., 6714 NW 16 ST., SUITE B
3. Date of Earliest Transaction (MM/DD/YY)
12/27/2023
(Street)
GAINESVILLE, FL32653
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 12/27/2023 A 72,606 A $ 0 ( 1 ) 72,606 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
Stock Option (Right to buy) $ 2.96 12/27/2023 A 88,910 12/27/2023( 2 ) 12/27/2024 Common Stock 88,910 $ 0 ( 1 ) 89,910 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cross Shawn
C/O CYCLO THERAPEUTICS, INC.
6714 NW 16 ST., SUITE B
GAINESVILLE, FL32653
X
Signatures
/s/ Shawn Cross 12/28/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On September 21, 2023, Cyclo Therapeutics, Inc. ("Cyclo"), Cameo Merger Sub, Inc. ("Merger Sub"), and Applied Molecular Transport, Inc. ("AMTI") entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub will merge with and into AMTI, with AMTI continuing as a wholly owned subsidiary of Cyclo and the surviving corporation of the merger (the "Merger"). Upon the effective time of the Merger on December 27, 2023, the Reporting Person received shares of Cyclo common stock in exchange for shares of AMTI common stock and options to acquire shares of Cyclo common stock in exchange for options to acquire shares of AMTI common stock, each based on the exchange ratio determined by the Merger Agreement. All AMTI restricted stock units held by the Reporting Person were fully settled prior to the effective time of the Merger.
( 2 )The options were fully vested upon the closing of the Merger Agreement.

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