SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Hayward James A

(Last) (First) (Middle)
50 HEALTH SCIENCES DRIVE

(Street)
STONY BROOK NY 11790

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
APPLIED DNA SCIENCES INC [ APDN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman, CEO and President
3. Date of Earliest Transaction (Month/Day/Year)
11/20/2014
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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 Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership 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 11/20/2014 J(1) 315,171 A (1) 1,842,331 D
Common Stock 11/20/2014 P 76,923 A $3.24(2) 1,919,254 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants $3.5 11/20/2014 J(1) 315,171 (3) 11/20/2019 Common Stock 315,171 (1) 315,171 D
Warrants $3.5 11/20/2014 P 76,923 (3) 11/20/2019 Common Stock 76,923 $0.01(2) 392,094 D
Explanation of Responses:
1. The reporting person was the holder of a 12.5% Promissory Note dated as of September 11, 2014 issued by Applied DNA Sciences, Inc. (the "Issuer") to the reporting person in the original principal amount of $1,000,000. The Promissory Note, together with accrued interest, was exchanged (for no additional consideration) for shares of the Common Stock and Warrants to purchase Common Stock immediately prior to the closing of the Issuer's public offering pursuant to its Registration Statement on Form S-1 (File No. 333-199121), in an amount determined by the quotient obtained by dividing the outstanding principal and interest of the Promissory Note by $3.25 (the price of the Common Stock and Warrants sold in the public offering).
2. Represents shares of the Issuer's common stock and Warrants purchased at the public offering price of $3.24 per common share and $0.01 per Warrant.
3. These warrants are fully exercisable.
/s/ Karol Kain Gray, Attorney-in-Fact 11/20/2014
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.