FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SIGA TECHNOLOGIES INC [ SIGA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/18/2025 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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, par value $.0001 per share | 04/18/2025 | M(1) | 6,920 | A | $0 | 41,976 | D | |||
Common Stock, par value $.0001 per share | 04/18/2025 | F | 3,532(2) | D | $5.99 | 38,444 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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 | ||||||||
Performance Stock Units | (3) | 04/18/2025 | M(1) | 6,920 | (1) | (1) | Common Stock, par value $.0001 per share | 6,920 | $0 | 13,841 | D | ||||
Performance Stock Units | (3) | 04/18/2025 | D(1) | 13,841 | (1) | (1) | Common Stock, par value $.0001 per share | 13,841 | $0 | 0 | D | ||||
Performance Stock Units | (3) | 04/18/2025 | A(1) | 13,841 | (1) | (1) | Common Stock, par value $.0001 per share | 13,841 | $0 | 13,841 | D |
Explanation of Responses: |
1. On April 18, 2025, the Issuer's Board of Directors approved an amendment of the outstanding performance stock units ("PSUs") previously granted to the reporting person on March 25, 2024, to account for the Issuer's payment of a special cash dividend of $0.60 per share in April 2024 that would have applied to such PSUs based on the reporting person's actual period of service with the Issuer. As modified, the relevant stock price hurdles for these PSUs were each lowered by $0.60 such that (a) 6,920 PSUs vested immediately, (b) 6,920 PSUs vest if, during any period of 90 consecutive trading days during the three-year period beginning on the grant date (the "Performance Period"), the Issuer's Common Stock closing stock price (plus the per share value of any dividends declared during the measurement date) (the "Stock Price") is at or above $7.40, and (c) 6,921 PSUs vest, if during any 90 consecutive trading days during the Performance Period, the Stock Price is at or above $8.40. |
2. Represents the withholding by SIGA Technologies, Inc. of shares of Common Stock (based on $5.99 per share, the closing stock price on April 17, 2025) to satisfy tax withholding obligations associated with the vesting of PSUs and the consequent issuance of Common Stock. |
3. PSUs represent contingent rights to receive Common Stock on a one-for-one basis. |
/s/ Larry R. Miller | 04/21/2025 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |