Middlebrook Pharmaceuticals, Inc. - Statement of Changes in Beneficial Ownership (4)
20 11월 2007 - 7:09AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
RUDNIC EDWARD M
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2. Issuer Name
and
Ticker or Trading Symbol
MiddleBrook Pharmaceuticals, Inc.
[
MBRK
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President and CEO
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(Last)
(First)
(Middle)
C/O MIDDLEBROOK PHARMACEUTICALS, INC., 20425 SENECA MEADOWS PARKWAY
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/15/2007
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(Street)
GERMANTOWN, MD 20876
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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11/15/2007
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S
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700
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D
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$1.20
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279658
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D
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Common Stock
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11/15/2007
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S
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4000
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D
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$1.21
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275658
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D
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Common Stock
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11/15/2007
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S
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700
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D
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$1.22
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274958
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D
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Common Stock
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11/16/2007
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S
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200
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D
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$1.17
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274758
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D
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Common Stock
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11/16/2007
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S
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1000
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D
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$1.18
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273758
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D
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Common Stock
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11/16/2007
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S
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100
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D
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$1.19
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273658
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D
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Common Stock
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11/19/2007
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S
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7195
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D
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$1.17
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266463
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D
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Common Stock
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11/19/2007
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S
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2105
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D
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$1.18
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264358
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D
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Common Stock
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11/19/2007
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S
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900
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D
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$1.19
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263458
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D
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Common Stock
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136606
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I
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Held by Edward M. Rudnic 2003 Grantor Retained Annuity Trust
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Common Stock
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136606
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I
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Held by Elizabeth G. Rudnic 2003 Grantor Retained Annuity Trust
(1)
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Common Stock
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87427
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I
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Held by the Elizabeth Ashley Rudnic Special Trust
(2)
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Common Stock
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87427
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I
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Held by the Megan Valentia Rudnic Special Trust
(3)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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The Elizabeth G. Rudnic 2003 Grantor Retained Annuity Trust is held for the benefit of Elizabeth G. Rudnic, the wife of the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
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(
2)
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The Elizabeth Ashley Rudnic Special Trust is held for the benefit of Elizabeth A. Rudnic, the daughter of the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
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(
3)
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The Megan Valentia Rudnic Special Trust is held for the benefit of Megan V. Rudnic, the daughter of the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
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Remarks:
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 14, 2007.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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RUDNIC EDWARD M
C/O MIDDLEBROOK PHARMACEUTICALS, INC.
20425 SENECA MEADOWS PARKWAY
GERMANTOWN, MD 20876
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X
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President and CEO
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Signatures
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/s/ Robert C. Low, attorney-in-fact
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11/19/2007
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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