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Filing Details

Accession Number:: 0001209191-23-048252
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-09-05 20:00:08
Reporting Period:: 2023-08-31

Accepted Time:: 2023-09-05 20:00:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
883107	Nanophase Technologies Corp	NANX	Perfumes, Cosmetics & Other Toilet Preparations (2844)	363687863

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1184478	Jess Jankowski	1319 Marquette Drive Romeoville IL 60446	President, 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
Common Stock	Acquisiton	2023-08-31	2,500	$0.52	61,500	No	4	M	Direct
Common Stock	Disposition	2023-08-31	2,500	$1.00	59,000	No	4	S	Direct
Common Stock	Acquisiton	2023-09-01	2,500	$0.52	61,500	No	4	M	Direct
Common Stock	Disposition	2023-09-01	2,500	$1.00	59,000	No	4	S	Direct
Common Stock	Acquisiton	2023-09-05	2,500	$0.52	61,500	No	4	M	Direct
Common Stock	Disposition	2023-09-05	2,500	$1.01	59,000	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Common Stock (right to purchase)	Disposition	2023-08-31	2,500	$0.52	80,950	$0.52
Common Stock	Common Stock (right to purchase)	Disposition	2023-09-01	2,500	$0.52	78,450	$0.52
Common Stock	Common Stock (right to purchase)	Disposition	2023-09-05	2,500	$0.52	75,950	$0.52

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
78,450	2015-02-13	2024-02-13	No	4	M	Direct
75,950	2015-02-13	2024-02-13	No	4	M	Direct
73,450	2015-02-13	2024-02-13	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	1,000	Indirect	Spouse's IRA
Common Stock	59,000	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Common Stock (right to purchase)	$0.44	2016-02-18	2025-02-18	81,000	81,000	Direct
Common Stock	Common Stock (right to purchase)	$0.42	2017-02-23	2026-02-23	69,000	69,000	Direct
Common Stock	Common Stock (right to purchase)	$0.68	2018-02-21	2027-02-21	81,000	81,000	Direct
Common Stock	Common Stock (right to purchase)	$0.82	2019-05-23	2028-05-23	90,000	90,000	Direct
Common Stock	Common Stock (right to purchase)	$0.51	2020-05-22	2029-05-22	16,500	16,500	Direct
Common Stock	Common Stock (right to purchase)	$0.45	2021-06-18	2027-06-18	90,000	90,000	Direct
Common Stock	Common Stock (right to purchase)	$4.17	2022-12-28	2028-12-28	90,000	90,000	Direct
Common Stock	Common Stock (right to purchase)	$1.17	2023-12-20	2029-12-20	72,000	72,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2025-02-18	81,000	81,000	Direct
2026-02-23	69,000	69,000	Direct
2027-02-21	81,000	81,000	Direct
2028-05-23	90,000	90,000	Direct
2029-05-22	16,500	16,500	Direct
2027-06-18	90,000	90,000	Direct
2028-12-28	90,000	90,000	Direct
2029-12-20	72,000	72,000	Direct

Footnotes

These stock options are set to expire on 02/13/2024. Mr. Jankowski converted and sold these shares through a 10b5-1 Plan that has been established with an independent broker to avoid the loss of these stock option rights. His goal is to have this broker sell shares from this grant, under fixed guidelines, in a regular and measured manner designed to avoid both forfeiture of shares due to expiration, and impacting the stock price due to excessive trading volume. His Plan was approved in advance by the Compensation & Governance Committee of the Nanophase Board of Directors.
If not sold through a 10b5-1 Plan, Nanophase trading blackout periods run from the 25th of the last day of any given quarter until 3 days after earnings are released. In example, for options expiring during the 1st quarter of any given year, trading would be prohibited from December 25th of the prior year, through the release of annual earnings plus 3 business days. Typically, this would reopen trading in early-to-mid March, through March 24th. The next blackout period would begin on March 25th, etc. Given the quantity of shares involved relative to daily trading volume, the limited amount of open trading days available due to trading blackout periods, and looming stock option expirations, Mr. Jankowski established a 10b5-1 Plan to avoid the loss of these rights in a way intended to minimize the impact on Nanophase shareholders.
These stock options are set to expire on 02/13/2024. Mr. Jankowski established a 10b5-1 Plan with an independent broker with a goal of having his broker sell shares from this grant, under fixed guidelines, in a regular and measured manner designed to avoid both forfeiture of shares due to expiration, and impacting the stock price due to excessive trading volume. His Plan was approved in advance by the Compensation & Governance Committee of the Nanophase Board of Directors.
Subject to certain restrictions, beginning on this date, options vest in three equal installments.
Subject to certain restrictions, beginning on this date, the options vest in three equal annual installments.
Subject to certain restrictions, beginning on this date, options vest in three equal annual installments.