Filing Details

Accession Number:
0001181431-12-019610
Form Type:
4
Zero Holdings:
No
Publication Time:
2012-03-27 09:06:15
Reporting Period:
2012-03-23
Filing Date:
2012-03-27
Accepted Time:
2012-03-27 09:06:15
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1174940 Oragenics Inc ORNI Pharmaceutical Preparations (2834) 593410522
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1234877 Beverly Koski 1500 West University Parkway
Sarasota FL 34243
No No Yes No
1234878 L Christine Koski 1500 West University Parkway
Sarasota FL 34243
Yes No Yes No
1234879 Koski Family Lp 1500 West University Parkway
Sarasota FL 34243
No No Yes No
1234880 C Robert Koski 1500 West University Parkway
Sarasota FL 34243
Yes No Yes No
1234881 L Thomas Koski 1500 West University Parkway
Sarasota FL 34243
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2012-03-23 6,285,619 $0.00 8,075,619 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Common Stock Warrants (Right to Buy) Acquisiton 2012-03-23 1,571,405 $0.00 1,571,405 $2.00
Common Stock Common Stock Warrants (Right to Buy) Acquisiton 2012-03-23 599,520 $0.00 599,520 $2.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
1,571,405 2012-03-23 2015-03-22 No 4 P Direct
599,520 2012-03-23 2015-03-22 No 4 P Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 11,400 Direct
Common Stock 451,066 Direct
Common Stock 469,666 Direct
Common Stock 497,666 Indirect By Trusts
Common Stock 10,000 Indirect By Koski Management, Inc.
Footnotes
  1. On March 23, 2012, Oragenics, Inc. (the "Company") entered into an Exchange of Notes for Equity Agreement (the "Debt Exchange Agreement") with the Koski Family Limited Partnership ("KFLP"). Pursuant to the terms of the Debt Exchange Agreement, the Company issued 6,285,619 shares of common stock and warrants to acquire 1,571,405 shares of common stock to the KFLP in exchange for the cancellation of an aggregate of $8,737,011 of indebtedness owed to the KFLP under the Company's existing unsecured revolving credit facility. The warrants are exercisable immediately at a price per share of $2.00 and expire three (3) years from the date of issuance.
  2. Shares owned directly by Koski Family Limited Partnership. Shares owned indirectly by Beverly Koski (through Koski Management, Inc. solely owned by Beverly Koski), Christine L. Koski, Robert C. Koski and Thomas L. Koski, each of whom is a general partner of the partnership or the controlling person of a corporate general partner of the partnership.
  3. Each reporting person disclaims beneficial ownership of all indirectly owned securities in excess of such reporting person's pecuniary interest therein, and this report shall not be deemed an admission that the reporting person is the beneficial owner for purposes of Section 16 or any other purpose.
  4. Shares owned directly by Robert C. Koski.
  5. Shares owned directly by Christine L. Koski.
  6. Shares owned directly by Thomas L. Koski.
  7. Shares owned by trusts of which Mr. Robert C. Koski is sole trustee. Such trusts are as follows: the Robert Clayton Koski Trust for the benefit of Anthony James Hunter (100,000 shares); the Robert Clayton Koski Trust for the benefit of Hunter Buchanan Koski (100,000 shares); the Robert Clayton Koski Trust for the benefit of Clayton Ward Bennett (100,000 shares); the Robert Clayton Koski Trust for the benefit of Robert Edward Koski (100,000 shares); and the Robert Clayton Koski Trust for the benefit of Elyse Margaux Koski (97,666 shares). Mr. Koski disclaims beneficial ownership of the shares held by the trusts except to the extent of any pecuniary interest.
  8. Shares owned indirectly by Beverly Koski (through Koski Management, Inc).
  9. On March 23, 2012, the Company also entered into a new loan agreement (the "Loan Agreement") with the KFLP. Pursuant to the Loan Agreement the Company also issued warrants to the KFLP to acquire 599,520 shares of the Company common stock. The warrants are exercisable immediately at a price per share of $2.00 and expire three (3) years from the date of issuance.