Statement of Changes in Beneficial Ownership (4)
11 May 2022 - 11:04PM
Edgar (US Regulatory)
FORM 4
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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).
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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
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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
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Duff Mark |
2. Issuer Name and Ticker or Trading Symbol
PERMA FIX ENVIRONMENTAL SERVICES INC
[
PESI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President and CEO |
(Last)
(First)
(Middle)
8302 DUNWOODY PLACE, SUITE 250 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/9/2022 |
(Street)
ATLANTA, GA 30350
(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 | 5/9/2022 | | M | | 50000 (1) | A | $3.9700 | 69958 | D | |
Common Stock | 5/9/2022 | | F | | 33474 (1) | D | $5.9300 | 36484 | D | |
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) | 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 |
Stock Option (right to buy) | $3.9700 | 5/9/2022 | | M | | | 50000 (1) | (2) | 5/22/2022 | Common Stock | 50000 | $0 | 0 (1) | D | |
Stock Option (right to buy) | $3.6500 | | | | | | | (3) | 7/27/2023 | Common Stock | 100000 | | 100000 | D | |
Stock Option (right to buy) | $3.1500 | | | | | | | (4) | 1/17/2025 | Common Stock | 25000 | | 25000 | D | |
Stock Option (right to buy) | $7.0050 | | | | | | | (5) | 10/14/2027 | Common Stock | 50000 | | 50000 | D | |
Explanation of Responses: |
(1) | On May 9, 2022, the Reporting Person exercised 100% of an incentive stock option granted May 15, 2016 under the Company's 2010 Stock Option Plan (the "2010 Plan"), for the purchase of 50,000 shares of the Company's Common Stock at an exercise price of $3.97 per share (the "Option Shares"). As permitted by the 2010 Plan, the Reporting Person elected to pay the exercise price of the Option Shares by having the Company withhold from the Option Shares a number of shares having a fair market value equal to the aggregate exercise price of $198,500. Since the fair market value of the Company's Common Stock on May 9, 2022 (as determined in accordance with the 2010 Plan) was $5.93 per share, the Company withheld 33,474 shares of Common Stock ($198,500 divided by $5.93) to pay the aggregate exercise price of the option. |
(2) | Incentive stock option granted 05/15/2016 under the 2010 Plan. The option was for a 6-year period and vested over a 3-year period, in equal one-third increments per year. |
(3) | Incentive stock option granted 07/27/2017 under the Company's 2017 Stock Option Plan (the "2017 Plan"). The option is for a 6-year period and vests over a 5-year period, in equal one-fifth increments per year. |
(4) | Incentive stock option granted 01/17/2019 under the Company's 2017 Plan. The option is for a 6-year period and vests over a 5-year period, in equal one-fifth increments per year. |
(5) | Incentive stock option granted 10/14/2021 under the Company's 2017 Plan. The option is for a 6-year period and vests over a 5-year period, in equal one-fifth increments per year. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Duff Mark 8302 DUNWOODY PLACE, SUITE 250 ATLANTA, GA 30350 |
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| President and CEO |
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Signatures
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/s/ Mark Duff | | 5/11/2022 |
**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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