$ROX amended 10k out tonight. Insider ownership. All directors and executive officers as a group (12 persons) (14) 71,834,401 41.73 %
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Share Ownership
The table below shows the number of shares of our common stock beneficially owned as of July 18, 2017 by (i) those persons or groups known by us to beneficially own more than 5% of our common stock, (ii) each of our directors, (iii) each of our executive officers named in the Summary Compensation Table above, who we refer to as named executive officers, and (iv) all directors and executive officers as a group. The number of shares beneficially owned by each individual or group is based upon information in SEC documents, other publicly available information, or information available to us. Percentage ownership information is based on 163,194,883 shares of our common stock issued and outstanding as of July 18, 2017.
Shares of our common stock issuable upon the exercise of options or the conversion of convertible notes that are presently exercisable or convertible or exercisable within 60 days of July 18, 2017 are deemed to be outstanding and beneficially owned by the person holding the options or convertible notes for the purpose of computing the percentage of ownership of that person, but are not treated as outstanding for the purpose of computing the percentage of any other person.
Beneficial ownership of our
common stock
Name and Address of Beneficial Owner Number of
Shares Percent
Phillip Frost, M.D. and related entities (1)
4400 Biscayne Blvd., Suite 1500
Miami, FL 33137 54,108,662 33.0 %
Vector Group Ltd. (2)
4400 Biscayne Blvd., 10 th Floor
Miami, FL 33137 12,893,382 7.9 %
Mark E. Andrews, III (3) 6,300,478 3.8 %
John Beaudette (4) 186,246 *
Henry C. Beinstein (5) 320,000 *
John S. Glover (6) 2,101,677 1.3 %
Dr. Richard M. Krasno (7) 120,000 *
Richard J. Lampen (
6,238,026 3.7 %
Alejandra Peña (9) 327,500 *
Steven D. Rubin (10) 221,000 *
Alfred J. Small (11) 837,466 *
T. Kelley Spillane (12) 878,346 *
Mark Zeitchick (13) 195,000 *
All directors and executive officers as a group (12 persons) (14) 71,834,401 41.73 %
* Less than 1 percent.
(1) Includes 60,000 shares of common stock issuable upon exercise of options exercisable within 60 days of July 18, 2017. Also includes 9,370,790 shares of common stock held by Frost Nevada Investments Trust. Frost-Nevada Limited Partnership is the sole and exclusive beneficiary of Frost Nevada Investments Trust, of which Dr. Frost is the trustee. Dr. Frost is one of five limited partners of Frost-Nevada Limited Partnership and the sole shareholder of Frost-Nevada Corporation, which is the sole general partner of Frost Nevada Limited Partnership. Dr. Frost disclaims beneficial ownership of the shares held by Frost Nevada Investments Trust, except to the extent of his pecuniary interest. Also includes (i) 43,342,540 shares of common stock held by Frost Gamma Investments Trust, of which Dr. Frost is the trustee and (ii) 555,556 shares of common stock issuable upon conversion of $500,000 aggregate principal amount of convertible notes held by Frost Gamma Investments Trust. Frost Gamma Limited Partnership is the sole and exclusive beneficiary of Frost Gamma Investments Trust. Dr. Frost is one of two limited partners of Frost Gamma Limited Partnership. The general partner of Frost Gamma Limited Partnership is Frost Gamma, Inc., and the sole shareholder of Frost Gamma, Inc. is Frost-Nevada Corporation. Dr. Frost is also the sole shareholder of Frost-Nevada Corporation. Dr. Frost disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Share Ownership
The table below shows the number of shares of our common stock beneficially owned as of July 18, 2017 by (i) those persons or groups known by us to beneficially own more than 5% of our common stock, (ii) each of our directors, (iii) each of our executive officers named in the Summary Compensation Table above, who we refer to as named executive officers, and (iv) all directors and executive officers as a group. The number of shares beneficially owned by each individual or group is based upon information in SEC documents, other publicly available information, or information available to us. Percentage ownership information is based on 163,194,883 shares of our common stock issued and outstanding as of July 18, 2017.
Shares of our common stock issuable upon the exercise of options or the conversion of convertible notes that are presently exercisable or convertible or exercisable within 60 days of July 18, 2017 are deemed to be outstanding and beneficially owned by the person holding the options or convertible notes for the purpose of computing the percentage of ownership of that person, but are not treated as outstanding for the purpose of computing the percentage of any other person.
Beneficial ownership of our
common stock
Name and Address of Beneficial Owner Number of
Shares Percent
Phillip Frost, M.D. and related entities (1)
4400 Biscayne Blvd., Suite 1500
Miami, FL 33137 54,108,662 33.0 %
Vector Group Ltd. (2)
4400 Biscayne Blvd., 10 th Floor
Miami, FL 33137 12,893,382 7.9 %
Mark E. Andrews, III (3) 6,300,478 3.8 %
John Beaudette (4) 186,246 *
Henry C. Beinstein (5) 320,000 *
John S. Glover (6) 2,101,677 1.3 %
Dr. Richard M. Krasno (7) 120,000 *
Richard J. Lampen (
6,238,026 3.7 % Alejandra Peña (9) 327,500 *
Steven D. Rubin (10) 221,000 *
Alfred J. Small (11) 837,466 *
T. Kelley Spillane (12) 878,346 *
Mark Zeitchick (13) 195,000 *
All directors and executive officers as a group (12 persons) (14) 71,834,401 41.73 %
* Less than 1 percent.
(1) Includes 60,000 shares of common stock issuable upon exercise of options exercisable within 60 days of July 18, 2017. Also includes 9,370,790 shares of common stock held by Frost Nevada Investments Trust. Frost-Nevada Limited Partnership is the sole and exclusive beneficiary of Frost Nevada Investments Trust, of which Dr. Frost is the trustee. Dr. Frost is one of five limited partners of Frost-Nevada Limited Partnership and the sole shareholder of Frost-Nevada Corporation, which is the sole general partner of Frost Nevada Limited Partnership. Dr. Frost disclaims beneficial ownership of the shares held by Frost Nevada Investments Trust, except to the extent of his pecuniary interest. Also includes (i) 43,342,540 shares of common stock held by Frost Gamma Investments Trust, of which Dr. Frost is the trustee and (ii) 555,556 shares of common stock issuable upon conversion of $500,000 aggregate principal amount of convertible notes held by Frost Gamma Investments Trust. Frost Gamma Limited Partnership is the sole and exclusive beneficiary of Frost Gamma Investments Trust. Dr. Frost is one of two limited partners of Frost Gamma Limited Partnership. The general partner of Frost Gamma Limited Partnership is Frost Gamma, Inc., and the sole shareholder of Frost Gamma, Inc. is Frost-Nevada Corporation. Dr. Frost is also the sole shareholder of Frost-Nevada Corporation. Dr. Frost disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest.
