0001193125-16-465192.txt : 20160216 0001193125-16-465192.hdr.sgml : 20160215 20160216160138 ACCESSION NUMBER: 0001193125-16-465192 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160216 DATE AS OF CHANGE: 20160216 GROUP MEMBERS: CHRISTAL M.M. MICKLE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KEMPHARM, INC CENTRAL INDEX KEY: 0001434647 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 205894398 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88808 FILM NUMBER: 161427810 BUSINESS ADDRESS: STREET 1: 2656 CROSSPARK ROAD, SUITE 100 CITY: CORALVILLE STATE: IA ZIP: 52241 BUSINESS PHONE: 319-665-2575 MAIL ADDRESS: STREET 1: 2656 CROSSPARK ROAD, SUITE 100 CITY: CORALVILLE STATE: IA ZIP: 52241 FORMER COMPANY: FORMER CONFORMED NAME: KEMPHARM INC DATE OF NAME CHANGE: 20080507 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Mickle Travis C CENTRAL INDEX KEY: 0001638365 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: 2656 CROSSPARK ROAD STREET 2: SUITE 100 CITY: CORALVILLE STATE: IA ZIP: 52241 SC 13G 1 d129424dsc13g.htm SC 13G SC 13G

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No.     )*

 

 

KemPharm, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value per share

(Title of Class of Securities)

488445107

(CUSIP Number)

December 31, 2015

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

  1.   

Names of Reporting Persons

 

Travis C. Mickle

  2.  

Check the Appropriate Box if a Member of a Group (see instructions)

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

    United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

    5.    

Sole Voting Power

 

    1,685,055 shares (1)

   6.   

Shared Voting Power

 

    562,228 shares (2)

   7.   

Sole Dispositive Power

 

    1,685,055 shares (1)

   8.   

Shared Dispositive Power

 

    562,228 shares (2)

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    2,247,283 shares (1)(2)

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)    ¨

 

11.  

Percent of Class Represented by Amount in Row 9

 

    15.5% (3)

12.  

Type of Reporting Person (see instructions)

 

    IN

 

1. Consists of 1,381,176 shares held directly by Travis C. Mickle (“Dr. Mickle”), 243,880 shares held by the Christal M.M. Mickle 2015 Gift Trust, as trustee, and 59,999 shares which Dr. Mickle has the right to acquire within sixty days of December 31, 2015 upon exercise of outstanding stock options.
2. Consists of 100,604 shares held jointly with Dr. Mickle’s spouse, Christal M.M. Mickle (“Ms. Mickle”), 230,812 shares of common stock held by the TCM Family Trust u/d/p April 30, 2009, for which Dr. Mickle and Ms. Mickle serve as co-trustees, and 230,812 shares of common stock held by the Mickle Family Trust u/d/p April 30, 2009, for which Dr. Mickle and Ms. Mickle serve as co-trustees.
3. This percentage is calculated based upon 14,490,954 shares of the Issuer’s common stock outstanding as of December 31, 2015 as provided by KemPharm, Inc.

  1.   

Names of Reporting Persons

 

Christal M.M. Mickle

  2.  

Check the Appropriate Box if a Member of a Group (see instructions)

(a)  ¨        (b)  ¨

 

  3.  

SEC USE ONLY

 

  4.  

Citizenship or Place of Organization

 

    United States

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With:

    5.    

Sole Voting Power

 

    222,077 shares (1)

   6.   

Shared Voting Power

 

    562,228 shares (2)

   7.   

Sole Dispositive Power

 

    222,077 shares (1)

   8.   

Shared Dispositive Power

 

    562,228 shares (2)

  9.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

    784,305 (1)(2)

10.  

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)    ¨

 

11.  

Percent of Class Represented by Amount in Row 9

 

    5.4% (3)

12.  

Type of Reporting Person (see instructions)

 

    IN

 

1. Consists of 33,214 shares held directly by Christal M.M. Mickle (“Ms. Mickle”), 157,197 shares held by the Travis C. Mickle 2015 Dynasty Trust, as trustee, and 31,666 shares which Ms. Mickle has the right to acquire within sixty days of December 31, 2015 upon exercise of outstanding stock options.
2. Consists of 100,604 shares held jointly with Ms. Mickle’s spouse, Travis C. Mickle (“Dr. Mickle”), 230,812 shares of common stock held by the TCM Family Trust u/d/p April 30, 2009, for which Dr. Mickle and Ms. Mickle serve as co-trustees, and 230,812 shares of common stock held by the Mickle Family Trust u/d/p April 30, 2009, for which Dr. Mickle and Ms. Mickle serve as co-trustees.
3. This percentage is calculated based upon 14,490,954 shares of the Issuer’s common stock outstanding as of December 31, 2015 as provided by KemPharm, Inc.

Item 1(a) Name of Issuer

KemPharm, Inc.

 

Item 1(b) Address of Issuer’s Principal Executive Offices

2656 Crosspark Road, Suite 100

Coralville, IA 52241

 

Item 2(a) Name of Person Filing

Travis C. Mickle (“Dr. Mickle”)

Christal M.M. Mickle (“Ms. Mickle”)

 

Item 2(b) Address of Principal Business Office or, if none, Residence

c/o KemPharm, Inc.

2656 Crosspark Road, Suite 100

Coralville, IA 52241

 

Item 2(c) Citizenship

United States

 

Item 2(d) Title of Class of Securities

Common Stock, $0.0001 par value

 

Item 2(e) CUSIP Number

488445107

 

Item 3

Not applicable.

Item 4 Ownership

 

Holder (1)

    Shares Held
Directly		     Sole Voting
Power		     Shared
Voting
Power		     Sole
Dispositive
Power		     Shared
Dispositive
Power		     Beneficial
Ownership		     Percentage of
Class (1)		  

Travis C. Mickle

      1,685,055 (2)      1,685,055 (2)      562,228 (3)      1,685,055 (2)      562,228 (3)      2,247,283 (2)(3)      15.5 % 

Christal M.M. Mickle

      222,077 (4)      222,077 (4)      562,228 (3)      222,077 (4)      562,228 (3)      784,305 (3)(4)      5.4 % 

 

(1) This percentage is calculated based upon 14,490,954 shares of the Issuer’s common stock outstanding as of December 31, 2015 as provided by KemPharm, Inc.
(2) Consists of 1,381,176 shares held directly by Travis C. Mickle (“Dr. Mickle”), 243,880 shares held by the Christal M.M. Mickle 2015 Gift Trust, as trustee, and 59,999 shares which Dr. Mickle has the right to acquire within sixty days of December 31, 2015 upon exercise of outstanding stock options.
(3) Consists of 100,604 shares held jointly with Dr. Mickle’s spouse, Christal M.M. Mickle (“Ms. Mickle”), 230,812 shares of common stock held by the TCM Family Trust u/d/p April 30, 2009, for which Dr. Mickle and Ms. Mickle serve as co-trustees, and 230,812 shares of common stock held by the Mickle Family Trust u/d/p April 30, 2009, for which Dr. Mickle and Ms. Mickle serve as co-trustees.
(4) Consists of 33,214 shares held directly by Christal M.M. Mickle (“Ms. Mickle”), 157,197 shares held by the Travis C. Mickle 2015 Dynasty Trust, as trustee, and 31,666 shares which Ms. Mickle has the right to acquire within sixty days of December 31, 2015 upon exercise of outstanding stock options.

 

Item 5 Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following.  ¨

 

Item 6 Ownership of More than Five Percent of Another Person

Not applicable.

 

Item 7 Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company

Not applicable.

 

Item 8 Identification and Classification of Members of the Group

Not applicable.

 

Item 9 Notice of Dissolution of Group

Not applicable.

 

Item 10 Certification

Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

EXECUTED this 16 day of February, 2016.

 

/s/ Travis C. Mickle

Travis C. Mickle, Ph.D.

/s/ Christal M.M. Mickle

Christal M.M. Mickle