Statement of Changes in Beneficial Ownership (4)
March 03 2023 - 03:32PM
Edgar (US Regulatory)
|
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 OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
|
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
|
|
| 1. Name
and Address of Reporting Person * Inman
Todd |
2. Issuer Name and Ticker or Trading
Symbol OptimizeRx Corp [ OPRX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Chief Technology Officer |
|
(Last)
(First)
(Middle)
C/O OPTIMIZERX CORPORATION, 400 WATER STREET, SUITE
200 |
3. Date of Earliest Transaction (MM/DD/YYYY)
3/1/2023
|
|
(Street)
ROCHESTER, MI 48307
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. 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 |
3/1/2023 |
|
M |
|
771 |
A |
$0 (1) |
771 |
D |
|
|
Common Stock |
3/1/2023 |
|
F |
|
233 (2) |
D |
$18.11 |
538 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 |
|
Restricted Stock Units |
(1) |
3/1/2023 |
|
M |
|
|
771 |
(3) |
(3) |
Common Stock |
771.0 |
$0 |
1542 |
D |
|
| Explanation of
Responses: |
| (1) |
Restricted stock units
convert into common stock on a one-for-one basis. |
| (2) |
These shares were withheld
by the Issuer to satisfy the Reporting Person's tax withholding
obligations. Such withholding is treated as a disposition of
securities under Section 16 of the Securities Exchange Act of 1934,
as amended. |
| (3) |
The restricted stock units
vest in three equal annual installments beginning March 1, 2023,
the first anniversary of the grant date. |
Remarks:
The filing of this Statement shall not be construed as an admission
(a) that the person filing this Statement is, for the purposes of
Section 16 of the Securities Exchange Act of 1934, as amended, the
beneficial owner of any equity securities covered by this
Statement, or (b) that this Statement is legally required to be
filed by such person. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
Inman Todd
C/O OPTIMIZERX CORPORATION
400 WATER STREET, SUITE 200
ROCHESTER, MI 48307 |
|
|
Chief Technology Officer |
|
Signatures
|
|
/s/ Todd Inman |
|
3/3/2023 |
| **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 control number. |
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