SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)*
KemPharm, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
488445107
(CUSIP Number)
December 31, 2018
(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)
☒ 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
2,473,246 shares (1) |
||
|
6. |
Shared Voting Power
262,337 shares (2) |
|||
|
7. |
Sole Dispositive Power
2,473,246 shares (1) |
|||
|
8. |
Shared Dispositive Power
262,337 shares (2) |
|||
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
2,735,583 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
10.3% (3) |
|||
|
12.
|
Type of Reporting Person (see instructions)
IN |
|||
|
1. |
Consists of 1,703,117 shares held directly by Travis C. Mickle (“Dr. Mickle”), 243,880 shares held by the Christal M.M. Mickle 2015 Gift Trust u/d/p July 21, 2015, for which Dr. Mickle serves as trustee, and 526,249 shares which Dr. Mickle has the right to acquire within sixty days of December 31, 2018 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”), 21,466 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, 123,217 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, and 17,050 shares of common stock held by Mickle Investments LLC, for which Dr. Mickle and Ms. Mickle serve as managing members. |
|
3. |
This percentage is calculated based upon 26,455,352 shares of the Issuer’s common stock outstanding as of December 31, 2018 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
293,727 shares (1) |
|
|
6. |
Shared Voting Power
262,337 shares (2) |
||
|
7. |
Sole Dispositive Power
293,727 shares (1) |
||
|
8. |
Shared Dispositive Power
262,337 shares (2) |
||
|
9. |
Aggregate Amount Beneficially Owned by Each Reporting Person
556,064 (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
2.1% (3) |
||
|
12. |
Type of Reporting Person (see instructions)
IN |
||
|
1. |
Consists of 33,614 shares held directly by Christal M.M. Mickle (“Ms. Mickle”), 157,197 shares held by the Travis C. Mickle 2015 Dynasty Trust u/d/p July 21, 2015, for which Ms. Mickle serves as trustee, and 102,916 shares which Ms. Mickle has the right to acquire within sixty days of December 31, 2018 upon exercise of outstanding stock options. |
|
2. |
Consists of 100,604 shares held jointly with Ms. Mickle’s spouse, Travis C. Mickle (“Dr. Mickle”), 21,466 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, 123,217 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, and 17,050 shares of common stock held by Mickle Investments LLC, for which Dr. Mickle and Ms. Mickle serve as managing members. |
|
3. |
This percentage is calculated based upon 26,455,352 shares of the Issuer’s common stock outstanding as of December 31, 2018 as provided by KemPharm, Inc. |
|
Item 1(a) |
Name of Issuer |
KemPharm, Inc.
|
Item 1(b) |
Address of Issuer’s Principal Executive Offices |
1180 Celebration Boulevard, Suite 103
Celebration, FL 34747
|
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.
1180 Celebration Boulevard, Suite 103
Celebration, FL 34747
|
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 |
|
Sole Voting |
|
Shared |
|
Sole |
|
Shared |
|
Beneficial |
|
Percentage of |
||||||
|
Travis C. Mickle |
|
2,473,246 |
(2) |
|
2,473,246 |
(2) |
|
262,337 |
(3) |
|
2,473,246 |
(2) |
|
262,337 |
(3) |
|
2,735,583 |
(2)(3) |
|
10.3% |
|
Christal M.M. Mickle |
|
293,727 |
(4) |
|
293,727 |
(4) |
|
262,337 |
(3) |
|
293,727 |
(4) |
|
262,337 |
(3) |
|
556,064 |
(3)(4) |
|
2.1% |
|
(1) |
This percentage is calculated based upon 26,455,352 shares of the Issuer’s common stock outstanding as of December 31, 2018 as provided by KemPharm, Inc. |
|
(2) |
Consists of 1,703,117 shares held directly by Travis C. Mickle (“Dr. Mickle”), 243,880 shares held by the Christal M.M. Mickle 2015 Gift Trust u/d/p July 21, 2015, for which Dr. Mickle serves as trustee, and 526,249 shares which Dr. Mickle has the right to acquire within sixty days of December 31, 2018 upon exercise of outstanding stock options. |
|
(3) |
Consists of 100,604 shares held jointly by Dr. Mickle and his spouse, Christal M.M. Mickle (“Ms. Mickle”), 21,466 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, 123,217 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, and 17,050 shares of common stock held by Mickle Investments LLC, for which Dr. Mickle and Ms. Mickle serve as managing members. |
|
(4) |
Consists of 33,614 shares held directly by Ms. Mickle, 157,197 shares held by the Travis C. Mickle 2015 Dynasty Trust u/d/p July 21, 2015, for which Ms. Mickle serves as trustee, and 102,916 shares which Ms. Mickle has the right to acquire within sixty days of December 31, 2018 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.
SIGNATURES
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 11th day of February, 2019.
|
/s/ Travis C. Mickle |
|
Travis C. Mickle, Ph.D. |
|
/s/ Christal M.M. Mickle |
|
Christal M.M. Mickle |