Statement of Changes in Beneficial Ownership (4)
21 September 2022 - 06:00AM
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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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
|
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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1. Name
and Address of Reporting Person * Eckel Robert A |
2. Issuer Name and Ticker or Trading
Symbol AWARE INC /MA/ [ AWRE ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)__X__
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
CEO & President |
(Last)
(First)
(Middle)
C/O AWARE, INC., 76 BLANCHARD ROAD |
3. Date of Earliest Transaction (MM/DD/YYYY)
9/19/2022
|
(Street)
BURLINGTON, MA 01803
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line) _X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
9/19/2022 |
|
M |
|
20000 |
A |
$0.00 |
224497 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 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 |
Unrestricted Stock Award |
$0.00 |
|
|
|
|
|
|
(1) |
(1) |
Common Stock |
20000 |
|
40000 |
D |
|
Stock Option (right to buy) |
$4.73 |
|
|
|
|
|
|
(2) |
2/23/2031 |
Common Stock |
1250000 |
|
1250000 |
D |
|
Stock Option (right to buy) |
$4.50 |
|
|
|
|
|
|
(3) |
9/19/2029 |
Common Stock |
50000 |
|
50000 |
D |
|
Stock Option (right to buy) |
$5.50 |
|
|
|
|
|
|
(3) |
9/19/2029 |
Common Stock |
50000 |
|
50000 |
D |
|
Stock Option (right to buy) |
$6.50 |
|
|
|
|
|
|
(3) |
9/19/2029 |
Common Stock |
50000 |
|
50000 |
D |
|
Stock Option (right to buy) |
$7.50 |
|
|
|
|
|
|
(3) |
9/19/2029 |
Common Stock |
50000 |
|
50000 |
D |
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Explanation of
Responses: |
(1) |
Unrestricted stock award
awarded to reporting person under Aware, Inc. 2001 Nonqualified
Stock Plan. The unrestricted stock award will vest and unrestricted
shares of Aware, Inc. common stock will be issued to the reporting
person on September 19, 2023, provided the reporting person is
serving as a director, officer or employee of the Company or any
subsidiary of the Company on said dates. |
(2) |
Fifty percent of the option
will vest on February 24, 2023, with the remainder vesting in 24
equal monthly installments starting on March 24, 2023. |
(3) |
Vests in 16 equal quarterly
installments on the last day of each quarter from December 19, 2019
through September 19, 2023. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Eckel Robert A
C/O AWARE, INC.
76 BLANCHARD ROAD
BURLINGTON, MA 01803 |
X |
|
CEO & President |
|
Signatures
|
/s/ Robert A. Eckel |
|
9/20/2022 |
**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 control number. |
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