4 1 edgar.htm 4 Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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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).

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Filed By Romeo & Dye's Instant Form 4 Filer
www.section16.net



1. Name and Address of Reporting Person*

Kensey Kenneth R.

2. Issuer Name and Ticker or Trading Symbol
Kensey Nash Corporation (KNSY)

6. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
    Director                                   X 10% Owner
    Officer (give title below)          Other (specify below)

                                                  

(Last)      (First)     (Middle)

c/o Rheologics, Inc.
15 E. Uwchlan Avenue, Suite 414

3. I.R.S. Identification Number
of Reporting Person,
if an entity (voluntary)

 

4. Statement for
Month/Day/Year
October 24, 2002

(Street)

Exton, PA 190341

5. If Amendment,
Date of Original
(Month/Day/Year)
 
7. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
    Form filed by More than One Reporting Person

(City)     (State)     (Zip)

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security
(Instr. 3)

2. Trans-
action
Date
(Month/ Day/
Year)

2A. Deemed
Execution
Date,
if any
(Month/Day/
Year)

3. Trans-
action Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 & 5)

5. Amount of
Securities
Beneficially
Owned Follow-
ing Reported Transactions(s)
(Instr. 3 & 4)

6. Owner-
ship Form:
Direct (D)
or Indirect (I)
(Instr. 4)

7. Nature of Indirect
Beneficial Ownership
(Instr. 4)

Code

V

Amount

(A)
or
(D)

Price

Common Stock

10/18/02

 

S

 

500

D

$16.75

1,104,500

I

By trust (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number

FORM 4 (continued)

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. Conver-
sion or
Excercise
Price of Derivative Security

3. Trans-
action Date

(Month/
Day/
Year)

3A. Deemed
Execution
Date,
if any
(Month/
Day/
Year)

4. Trans-
action
Code

(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4 & 5)

6. Date Exercisable
and Expiration
Date
(Month/Day/
Year)

7. Title and Amount of Underlying Securities
(Instr. 3 & 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported Transaction(s)
(Instr. 4)

10. Owner-
ship Form
of Deriv-
ative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

V

(A)

(D)

Date Exer-cisable

Expira-
tion
Date

Title

Amount or Number of
Shares

Cashless Collar - Call Option (obligation to sell) (2)

$14.3198

2/22/01

 

J

 

 

150,000

3/15/04

3/15/04

Common Stock

150,000

$2.95

150,000

D

 

Cashless Collar - Put Option (right to sell)

$9.9137

2/22/01

 

P

 

150,000

 

3/15/04

3/15/04

Common Stock

150,000

$2.95

150,000

D

 

Cashless Collar - Call Option (obligation to sell) (2)

$14.7497

3/13/01

 

J

 

 

150,000

5/13/04

5/13/04

Common Stock

150,000

$3.07

150,000

D

 

Cashless Collar - Put Option (right to sell)

$10.2113

3/13/01

 

P

 

150,000

 

5/13/04

5/13/04

Common Stock

150,000

$3.07

150,000

D

 

Cashless Collar - Call Option (obligation to sell) (2)

$16.1733

5/17/01

 

J

 

 

100,000

8/17/04

8/17/04

Common Stock

100,000

$3.15

100,000

D

 

Cashless Collar - Put Option (right to sell)

$11.1969

5/17/01

 

P

 

100,000

 

8/17/04

8/17/04

Common Stock

100,000

$3.15

100,000

D

 

Explanation of Responses:

(1) Shares held by the Kenneth R. Kensey Revocable Trust for the benefit of Kenneth R. Kensey, M.D. and his spouse. Kenneth R. Kensey and Harland W. Johnson are trustees of the Kenneth R. Kensey Revocable Trust.
(2) The Kenneth R. Kensey Revocable Trust entered into a "zero cost collar" arrangement pursuant to which covered call options were written and put options were purchased. Only one of the call and put options can be in the money on the expiration date, at which time the in-the-money option will be exercised (and settled for cash), and the other option will expire. If neither option is in the money on the expiration date, both options expire.

  By: /s/ Harland W. Johnson
             Harland W. Johnson, Attorney-in-Fact for Kenneth R. Kensey, M.D.
**Signature of Reporting Person
October 28, 2002
Date

**Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed.
          If space is insufficient, See Instruction 6 for procedure.

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