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Filing Details

Accession Number:: 0000914190-19-000212
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-06-14 12:34:13
Reporting Period:: 2019-06-14

Accepted Time:: 2019-06-14 12:34:13
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1196298	Nephros Inc	NEPH	Surgical & Medical Instruments & Apparatus (3841)	133971809

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1411726	Daron Evans	C/O Nephros, Inc. 380 Lackawanna Place South Orange NJ 07079	President And Ceo	Yes	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	Explanation
Common Stock	Acquisiton	2019-06-14	11,172	$0.60	1,052,426	No	4	P	Direct
Common Stock	Acquisiton	2019-06-14	8,000	$0.58	73,666	No	4	P	Indirect	By UTMA #1
Common Stock	Acquisiton	2019-06-14	8,000	$0.59	71,166	No	4	P	Indirect	By UTMA #2
Common Stock	Acquisiton	2019-06-14	8,000	$0.61	8,000	No	4	P	Indirect	By UTMA #3
Common Stock	Acquisiton	2019-06-14	8,000	$0.60	8,000	No	4	P	Indirect	By UTMA #4

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	P	Indirect	By UTMA #1
No	4	P	Indirect	By UTMA #2
No	4	P	Indirect	By UTMA #3
No	4	P	Indirect	By UTMA #4

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	55,000	Indirect	By PoC Capital, LLC

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)	$0.46		2024-03-26	75,361	75,361	Direct
Common Stock	Stock Option (Right to Buy)	$0.60		2025-04-15	982,887	982,887	Direct
Common Stock	Stock Option (Right to Buy)	$0.50		2027-12-20	837,125	837,125	Direct
Common Stock	Common Stock Warrants (Right to Buy)	$0.30	2016-06-03	2021-06-03	10,000	10,000	Indirect
Common Stock	Common Stock Warrants (Right to Buy)	$0.30	2016-06-03	2021-06-03	10,000	10,000	Indirect
Common Stock	Common Stock Warrants (Right to Buy)	$0.30	2017-03-17	2022-03-17	41,666	41,666	Indirect
Common Stock	Common Stock Warrants (Right to Buy)	$0.30	2017-03-17	2022-03-17	41,666	41,666	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2024-03-26	75,361	75,361	Direct
2025-04-15	982,887	982,887	Direct
2027-12-20	837,125	837,125	Direct
2021-06-03	10,000	10,000	Indirect
2021-06-03	10,000	10,000	Indirect
2022-03-17	41,666	41,666	Indirect
2022-03-17	41,666	41,666	Indirect

Footnotes

The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.59 to $0.60. The reporting person undertakes to provide Nephros, Inc., any security holder of Nephros, Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Includes 108,296 shares of restricted stock that vest on 6/14/19.
The Reporting Person is a managing director of the LLC that owns the reported securities. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.521 to $0.59. The reporting person undertakes to provide Nephros, Inc., any security holder of Nephros, Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.605 to $0.61. The reporting person undertakes to provide Nephros, Inc., any security holder of Nephros, Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
The reported price in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $0.5925 to $0.6085. The reporting person undertakes to provide Nephros, Inc., any security holder of Nephros, Inc. or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Fully exercisable.
On 4/15/15, the Reporting Person was granted an option to purchase up to 2,184,193 shares of common stock of the Company. Options to purchase 764,468 shares vest quarterly in 16 equal amounts commencing on 6/30/15; options to purchase 327,629 shares will vest, if ever, upon the listing of the Company's common stock on the Nasdaq Stock Market, New York Stock Exchange, or such other national securities exchange approved by the Board; and options to purchase 1,092,096 shares will vest, if ever, upon the Company's achievement of certain annual revenue milestones as specified in that certain Employment Agreement dated 4/15/15 between the Reporting Person and the Company. The Company achieved the $3,000,000 annual revenue milestone in fiscal year 2017 and options to purchase 218,419 shares vested on 2/1/18.
On 12/20/17, the Reporting Person was granted an option to purchase 837,125 shares of common stock of the Company. Options to purchase 209,282 shares vested on 12/20/18 and options to purchase 627,843 shares vest quarterly in 12 equal amounts commencing on 3/20/19.