4 1 rrd2193.htm FORM 4 - RICHARD W. SIEGEL SEC Form 4

FORM 4

[ ] Check this box if no longer
subject to Section 16. Form 4 or Form
5 obligations may continue.
See Instruction 1(b).

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, 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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1. Name and Address of Reporting Person^*

Siegel, Richard W.

(Last) (First) (Middle)

1319 Marquette Drive

(Street)

Romeoville, IL 60446

(City) (State) (Zip)

2. Issuer Name
and Ticker or Trading Symbol

Nanophase Technologies Corporation
(NANX)

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

4. Statement for
Month/Day/Year

11/22/2002

5. If Amendment,
Date of Original
(Month/Day/Year)

6. Relationship of Reporting Person(s) to Issuer

(Check all applicable)

X Director 10% Owner

Officer (give title below) Other (specify below)

Description

7. 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. Owner-
    ship
    Form:
    Direct (D)
    or
    Indirect (I)

    (Instr. 4)

7. Nature of
     Indirect
     Beneficial
     Ownership

    (Instr. 4)

Code

Amount

A/D

Price

Common Stock

01/02/2002

2,540

$6.500

Common Stock

11/22/2002

2,895

$0.112

Common Stock

11/22/2002

28,950

$1.123

Common Stock

195,657

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
    Exercise
    Price of
    Deri-
    vative
    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(DE) and
Expiration Date(ED)
(Month/Day/Year)

7. Title and Amount of
Underlying Securities
(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. Owner-
ship
Form of
Deriv-
ative
Securities:
Direct (D)
or
Indirect (I)

(Instr.4)

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

Code

Title

Amount or Number of Shares

Warrant

$1.123

28,950

Immediate

02/08/2003

Common Stock

28,950

Stock Option (right to buy)

$0.112

2,895

01/12/1994 (1)

01/12/2003

Common Stock

2,895

Stock Option (right to buy)

$0.112

02/15/1995 (1)

02/15/2004

Common Stock

14,475

Stock Option (right to buy)

$0.432

02/01/1996 (1)

02/01/2005

Common Stock

17,370

Stock Option (right to buy)

$1.727

03/01/1997 (1)

03/01/2006

Common Stock

13,896

Stock Option (right to buy)

$3.886

11/07/1997 (2)

11/07/2006

Common Stock

23,160

Stock Option (right to buy)

$5.2500

06/10/1999 (3)

06/10/2008

Common Stock

2,000

Stock Option (right to buy)

$3.8125

07/31/1999 (1)

07/31/2008

Common Stock

11,600

Stock Option (right to buy)

$9.9200

06/05/2002 (3)

06/05/2011

Common Stock

2,000

Explanation of Responses:

(1)        Subject to certain restrictions, beginning on this date, the options vest in five equal annual installments.
(2)        Subject to certain restrictions, 19,177 of these options vest in five equal annual installments beginning on 11/7/97, with the remainder vesting on 11/7/04.
(3)        Subject to certain restrictions, beginning on this date, the options vest in three equal annual installments.

By:
/s/ Richard W. Siegel 11/25/2002
** Signature of Reporting Person Date

SEC 1474 (9-02)

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.
Potential persons who are to respond to the collection of information contained in this form are not
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