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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| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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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*
| 50 WEST 57TH STREET, 15TH FLOOR |
|
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ZIOPHARM ONCOLOGY INC
[ ZIOP ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year)
12/12/2007
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
|
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock, $.001 par value |
|
|
|
|
|
|
|
83,445 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Warrants to Purchase Common Stock |
$4.75
|
|
|
|
|
|
|
09/13/2005 |
05/31/2012 |
Common Stock, $.001 par value |
35,566 |
|
35,566 |
D |
|
| Director Stock Option (right to buy) |
$4.31
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|
|
|
|
|
|
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12/22/2014 |
Common Stock, $.001 par value |
15,029 |
|
15,029 |
D |
|
| Director Stock Option (right to buy) |
$5.01
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|
|
|
|
|
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04/26/2006 |
04/26/2016 |
Common Stock, $.001 par value |
15,000 |
|
15,000 |
D |
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| Warrants to purchase Common Stock |
$5.09
|
|
|
|
|
|
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05/03/2006 |
05/03/2013 |
Common Stock, $.001 par value |
18,319 |
|
18,319 |
D |
|
| Director Stock Option (right to buy) |
$6.49
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|
|
|
|
|
|
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12/13/2016 |
Common Stock, $.001 par value |
15,000 |
|
15,000 |
D |
|
| Stock Option (right to buy) |
$4.85
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|
|
|
|
|
|
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06/18/2017 |
Common Stock |
15,000 |
|
15,000 |
D |
|
| Stock Option (right to buy) |
$2.73
|
12/12/2007 |
|
A |
|
20,000 |
|
|
12/12/2017 |
Common Stock |
20,000 |
$0
|
20,000 |
D |
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| Explanation of Responses: |
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|
/s/ Richard Bagley as attorney-in-fact for Michael Weiser |
12/17/2007 |
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** 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. |
POWER OF ATTORNEY
For Executing Forms 3, 4 and 5
Know all by these presents, that the
undersigned hereby constitutes and appoints Richard Bagley
and Alan Gilbert, signing individually, his true and lawful
attorneys-in-fact to:
1. Execute for and on behalf of the undersigned Initial
Statements of Beneficial Ownership of Securities on Form 3,
Statements of Changes of Beneficial Ownership of Securities
on Form 4 and Annual Statements of Beneficial Ownership of
Securities on Form 5, for the purpose of reporting
transactions by the undersigned in securities issued by
Ziopharm Oncology, Inc. in accordance with Section 16(a) of
the Securities Exchange Act of 1934 and the rules
thereunder;
2. Do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete
the execution of any such Form 3, 4 or 5 and the timely
filing thereof with the United States Securities and
Exchange Commission and any other applicable governmental
or regulatory authority; and
3. Take any other action of any type whatsoever in
connection with the foregoing which in the opinion of such
attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned, it
being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact
may approve in his discretion.
The undersigned hereby grants to each such
attorney-in- fact full power and authority to do and
perform all and every act and thing whatsoever requisite,
necessary and proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all
intents and purposes as such attorney-in-fact might or
could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or his substitute or
substitutes, shall lawfully do or cause to be done by
virtue of this power of attorney and the rights and powers
herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at
the request of the undersigned, are not assuming any of the
undersigned's responsibilities to comply with Section 16 of
the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full
force and effect until the undersigned is no longer
required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities
issued by Ziopharm Oncology, Inc., unless earlier revoked
by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has
executed this Power of Attorney as of this 19th day of
June, 2007.
/s/ Michael Weiser
