Jess Jankowski - Nov 23, 2022 Form 4 Insider Report for NANOPHASE TECHNOLOGIES Corp (NANX)

Role
President, CEO, Director
Signature
Jess A. Jankowski
Stock symbol
NANX
Transactions as of
Nov 23, 2022
Transactions value $
-$6,270
Form type
4
Date filed
11/28/2022, 08:35 PM
Previous filing
Nov 22, 2022
Next filing
Dec 5, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NANX Common Stock Options Exercise $623 +1.5K +2.54% $0.42 60.5K Nov 23, 2022 Direct F1
transaction NANX Common Stock Sale -$2.1K -1.5K -2.48% $1.40 59K Nov 23, 2022 Direct F2, F3
transaction NANX Common Stock Options Exercise $1.25K +3K +5.08% $0.42 62K Nov 25, 2022 Direct F1
transaction NANX Common Stock Sale -$4.17K -3K -4.84% $1.39 59K Nov 25, 2022 Direct F2, F4
holding NANX Common Stock 1K Nov 23, 2022 Spouse's IRA
holding NANX Common Stock 59K Nov 23, 2022 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NANX Common Stock (right to purchase) Options Exercise -$623 -1.5K -4.74% $0.42 30.1K Nov 23, 2022 Common Stock 31.6K $0.42 Direct F5
transaction NANX Common Stock (right to purchase) Options Exercise -$1.25K -3K -9.96% $0.42 27.1K Nov 25, 2022 Common Stock 30.1K $0.42 Direct F5
holding NANX Common Stock (right to purchase) 90K Nov 23, 2022 Common Stock 90K $0.52 Direct F6
holding NANX Common Stock (right to purchase) 81K Nov 23, 2022 Common Stock 81K $0.44 Direct F7
holding NANX Common Stock (right to purchase) 69K Nov 23, 2022 Common Stock 69K $0.42 Direct F7
holding NANX Common Stock (right to purchase) 81K Nov 23, 2022 Common Stock 81K $0.68 Direct F7
holding NANX Common Stock (right to purchase) 90K Nov 23, 2022 Common Stock 90K $0.82 Direct F8
holding NANX Common Stock (right to purchase) 16.5K Nov 23, 2022 Common Stock 16.5K $0.51 Direct F6
holding NANX Common Stock (right to purchase) 90K Nov 23, 2022 Common Stock 90K $0.45 Direct F6
holding NANX Common Stock (right to purchase) 90K Nov 23, 2022 Common Stock 90K $4.17 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These stock options are set to expire on 02/14/2023. 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 guidleines, 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.
F2 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.
F3 The price reported is a weighted average price. These shares were sold through multiple transactions, five in all, at prices ranging from $1.40 to $1.40.
F4 The price reported is a weighted average price. These shares were sold through multiple transactions, four in all, at prices ranging from $1.35 to $1.41.
F5 These stock options are set to expire on 02/14/2023. Mr. Jankowski converted and sold these shares through a 10b5-1 Plan that has been established with an independent broker. His goal is to have this broker sell shares from this grant, under fixed guidleines, 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.
F6 Subject to certain restrictions, beginning on this date, options vest in three equal installments.
F7 Subject to certain restrictions, beginning on this date, the options vest in three equal annual installments.
F8 Subject to certain restrictions, beginning on this date, options vest in three equal annual installments.

Remarks:

Mr. Jankowski established a 10b5-1 Plan with an independent broker with a goal of having shares from this grant sold, under fixed guidleines, 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. The maturity of these rights cannot be extended beyond the IRS statutory limit of ten years.