SEC FORM 4

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

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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).

1. Name and Address of Reporting Person^*

OQuinn William L Jr

(Last)

(First)

(Middle)

C/O OLD HOLDCO, INC.

8001 AERIAL CENTER PARKWAY

(Street)

MORRISVILLE

27560

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PYXUS INTERNATIONAL, INC. [ PYXSQ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP Chief Legal Officer & Sec.

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2020

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/24/2020		J		15,716⁽¹⁾	D	$0.1067⁽¹⁾	0	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Options Right to Buy⁽²⁾	$60	08/24/2020		J			10,000	03/24/2011⁽³⁾	03/24/2021	Common Stock	⁽²⁾	⁽²⁾	0⁽²⁾	D
Non-Qualified Stock Options Right to Buy⁽²⁾	$60	08/24/2020		J			10,000	04/17/2012⁽⁴⁾	04/17/2022	Common Stock	⁽²⁾	⁽²⁾	0⁽²⁾	D
Restricted Stock Unit⁽²⁾	⁽²⁾	08/24/2020		J			1,250	06/13/2017⁽⁵⁾	⁽⁵⁾	Common Stock	⁽²⁾	⁽²⁾	0⁽²⁾	D
Restricted Stock Unit⁽²⁾	⁽²⁾	08/24/2020		J			2,500	06/20/2018⁽⁶⁾	⁽⁶⁾	Common Stock	⁽²⁾	⁽²⁾	0⁽²⁾	D

Explanation of Responses:

1. All such shares of common stock were cancelled on August 24. 2020 by the order(the "Confirmation Order") of the U.S. Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") dated August 21, 2020 in the cases under Chapter 11 of the U.S. Bankruptcy Code of the Issuer (then known as Pyxus International, Inc.), Alliance One International, LLC, Alliance One North America, LLC, Alliance One Specialty Products, LLC and GSP Properties, LLC being jointly administered under the caption "In re:Pyxus International, Inc., et al., Debtors" (Case No. 20- 11570 (LSS)upon payment of $0.106698181 per share.

2. All rights to acquire the Issuer's common stock were cancelled on August 24, 2020 by the Confirmation Order with no payment in respect of such rights.

3. The Non-Qualified Stock Options were awarded on March 24, 2011 with scheduled vesting in equal installments on the first, second, third, fourth and fifth anniversaries of the date of grant.

4. The Non-Qualified Stock Options were awarded on April 17, 2012 with scheduled vesting in equal installments on the first, second, third, fourth and fifth anniversaries of the date of grant.

5. The restricted stock units were awarded on June 13, 2017 with scheduled vesting in equal annual installments on the first, second and third anniversaries of the date of grant.

6. The restricted stock units were awarded on June 20, 2018 with scheduled vesting in equal annual installments on the first, second and third anniversaries of the date of grant.

Remarks:

	LAURA D. JONES, ATTORNEY-IN-FACT	08/26/2020
	** 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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