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Filing Details

Accession Number:: 0000914190-13-000759
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-10-31 19:53:52
Reporting Period:: 2013-10-29

Filing Date:: 2013-10-31
Accepted Time:: 2013-10-31 19:53:52
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1195116	Arno Therapeutics Inc	ARNI	Pharmaceutical Preparations (2834)	522286452

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1569782	A Alexander Zukiwski	200 Route 31 North Suite 104 Flemington NJ 08822	Vp & Chief Medical Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2013-10-29	66,652	$2.40	70,360	No	4	C	Direct
Common Stock	Acquisiton	2013-10-29	5,000	$2.40	75,360	No	4	A	Direct
Common Stock	Acquisiton	2013-10-29	41,666	$0.00	117,026	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	C	Direct
No	4	A	Direct
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	8% Senior Convertible Debentures	Disposition	2013-10-29	62,500	$0.00	62,500	$2.40
Common Stock	2012 Series B Warrants (right to buy)	Disposition	2013-10-29	62,500	$0.00	62,500	$2.40
Common Stock	2012 Series B Warrants (right to buy)	Acquisiton	2013-10-29	62,500	$0.00	62,500	$2.40
Common Stock	2013 Series D Warrants (right to buy)	Acquisiton	2013-10-29	41,666	$0.00	41,666	$4.00
Common Stock	2013 Series E Warrants (right to buy)	Acquisiton	2013-10-29	41,666	$0.00	41,666	$2.40

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2012-11-26	2015-11-26	No	4	C	Direct
0	2012-11-26	2014-05-26	No	4	D	Direct
62,500	2013-10-29	2014-10-31	No	4	A	Direct
41,666	2013-10-29	2018-10-29	No	4	P	Direct
41,666	2013-10-29	2014-10-31	No	4	P	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Option (right to buy)	$2.40		2021-06-22	109,375	109,375	Direct
Common Stock	Stock Option (right to buy)	$2.40		2021-06-22	55,736	55,736	Direct
Common Stock	Stock Option (right to buy)	$2.40		2023-01-14	36,562	36,562	Direct
Common Stock	Stock Option (right to buy)	$2.40		2023-01-14	12,187	12,187	Direct
Common Stock	2012 Series A Warrants (right to buy)	$2.40	2012-11-26	2017-11-26	104,166	104,166	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2021-06-22	109,375	109,375	Direct
2021-06-22	55,736	55,736	Direct
2023-01-14	36,562	36,562	Direct
2023-01-14	12,187	12,187	Direct
2017-11-26	104,166	104,166	Direct

Footnotes

On October 29, 2013, the Issuer and the holders of Issuer's 2012 8% Senior Convertible Debentures ("Holders"), which included the Reporting Person, entered into a Conversion Agreement ("Conversion Agreement") pursuant to which all Holders agreed to convert all outstanding principal and accrued interest under such debentures at a per share price of $2.40. Shares reflected represent shares issued to Reporting Person upon conversion of $159,966 of principal and accrued interest.
Pursuant to Conversion Agreement, Issuer also paid to each Holder additional 12 mos. interest for converting the debentures, which amount was satisfied by the issuance of common stock at a price of $2.40 per share. Shares reflected represented issuance in satisfaction of additional interest of $12,000.
The reported securities are included within 41,666 Issuer units purchased by the Reporting Person for $2.40 per unit. Each unit consists of one share of common stock, a 2013 Series D Warrant to purchase one share of common stock, and a 2013 Series E Warrant to purchase one share of common stock.
25% vested on 6/22/12 and thereafter in 24 equal monthy installments.
On 6/22/2011, the Reporting Person was granted an option to purchase up to 875,000 shares of common stock of the Issuer. Up to 1/3 of the shares subject to the option may vest annually (or a pro rata portion thereof for a period of less than a full year) based on the achievement of cerain performance milestones as determined by the Board of Directors (the 'Board') of the Issuer. On 1/17/2012, the Board determined that options for the prorated period ending 12/31/2011 would vest in the maximum potential amount of 154,224 shares. On 1/14/2013, the Board determined that options for the period ending 12/31/2012 would vest in the maximum potential amount of 291,667 shares.
1/3 vested on 1/14/13 and thereafter will vest in 24 equal monthy installments, commencing 1/31/13.
On 1/14/13, the Reporting Person was granted an option to purchase up to 292,500 shares of common stock of the Issuer. 1/3 of the shares subject to the option were immediately vested and up to 1/2 of the remaining shares subject to the option may vest annually, based on the achievement of certain performance milestones as determined by the Board.
As a result of the Issuer's 10/29/13 private placement of common stock at $2.40/share, the exercise price and number of shares subject to the 2012 Series A Warrants were automatically adjusted to the exercise price and shares reflected, pursuant to anti-dilution adjustment provisions.
The two reported transactions involved an amendment of an outstanding warrant extending the expiration date from 5/26/14 to 10/31/14, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The "old" warrant was originally granted on 11/26/12.