SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Form 3 Holdings Reported.
  
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
KOSKI FAMILY LP

(Last) (First) (Middle)
4902 EISENHOWER BOULEVARD

(Street)
TAMPA FL 33634

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ORAGENICS INC [ OGEN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 02/02/2015 G 1,362,527 D $0.00 8,257,742 I(1) By KFLP
Common Stock 12/13/2015 J 1,208,000 D $0.00 7,049,742 D(2)(3)
Common Stock 12/13/2015 J 400,000 A $0.00 1,552,523 D(4)
Common Stock 12/13/2015 J 200,000 A $0.00 967,878 D(5)
Common Stock 12/13/2015 J 400,000 A $0.00 919,666 D(6)
Common Stock 12/13/2015 J 8,000 A $0.00 28,000 I(7) By Koski Manage-ment, Inc.
Common Stock 530,851 I(8) By Trusts
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
KOSKI FAMILY LP

(Last) (First) (Middle)
4902 EISENHOWER BOULEVARD

(Street)
TAMPA FL 33634

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KOSKI ROBERT C

(Last) (First) (Middle)
7362 HAWKINS ROAD

(Street)
SARASOTA FL 34241

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KOSKI THOMAS L

(Last) (First) (Middle)
4995 ASHLEY PARKWAY

(Street)
SARASOTA FL 34241

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KOSKI CHRISTINE L

(Last) (First) (Middle)
3525 TURTLE CREEK BOULDEVARD, UNIT 19-B

(Street)
DALLAS TX 75219

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
KOSKI BEVERLY

(Last) (First) (Middle)
3525 TURTLE CREEK BOULDEVARD, UNIT 19-B

(Street)
DALLAS TX 75219

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Robert C. Koski gifted half of his Koski Family Limited Partnership ("KFLP") limited partnership interests constituting 16.5% of KFLP ownership interests in the shares, to five separate irrevocable trusts for the benefit of his children, for which Mr. Koski does not serve as trustee (the "RCK Irrevocable Trusts"). Mr. Koski disclaims beneficial ownership of the shares.
2. Shares owned directly by KFLP. On December 13, 2015, the Koski Family Limited Partnership ("KFLP") distributed 1,208,000 shares of Oragenics, Inc. common stock to the KFLP's underlying general and limited partners on a pro rata basis in accordance with their ownership interests in the KFLP as follows: Beverly Koski (through Koski Management, Inc.) (8,000); Christine L. Koski 400,000); Thomas L. Koski (400,000); Robert C. Koski; (200,000); and the RCK Irrevocable Trusts (200,000) of which neither the KFLP nor any of its general partners serve as trustees.
3. The shares are indirectly beneficially owned by each of the KFLP's general partners: Koski Management, Inc. (solely owned by Beverly Koski), Christine L. Koski, Robert C. Koski and Thomas L. Koski. 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 Christine L. Koski, a director of the Company.
5. Shares owned directly by Robert C. Koski, a director of the Company.
6. Shares owned directly by Thomas L. Koski.
7. Shares owned indirectly by Beverly Koski (through Koski Management, Inc.).
8. Shares owned by trusts for Mr. Robert Koski's children of which Mr. Robert C. Koski serves as trustee. Such trusts are as follows: the Robert Clayton Koski Trust for the benefit of Anthony James Hunter (107,600 shares); the Robert Clayton Koski Trust for the benefit of Hunter Buchanan Koski (107,600 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 (107,600 shares); and the Robert Clayton Koski Trust for the benefit of Elyse Margaux Koski (108,051 shares). Mr. Koski disclaims beneficial ownership of the shares held by the trusts except to the extent of any pecuniary interest.
Remarks:
/s/ Mark A. Catchur, as Attorney-in-Fact for CHRISTINE L. KOSKI, BEVERLY KOSKI, KOSKI FAMILY LIMITED PARTNERSHIP, ROBERT C. KOSKI AND THOMAS L. KOSKI 02/11/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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