SEC Form 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 4 Washington, D.C. 20549 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). 3235-0287 Estimated average burden STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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 * 2. Issuer Name and Ticker or Trading Symbol (First) 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) KERYX BIOPHARMACEUTICALS INC [ KERX ] Holmes Scott A (Last) OMB APPROVAL OMB Number: (Middle) X 3. Date of Earliest Transaction (Month/Day/Year) C/O KERYX BIOPHARMACEUTICALS, INC. ONE MARINA PARK DRIVE, 12TH FLOOR 02210 (City) (State) (Zip) Other (specify below) Chief Financial Officer 4. If Amendment, Date of Original Filed (Month/Day/Year) 6. Individual or Joint/Group Filing (Check Applicable Line) X MA 10% Owner Officer (give title below) 01/28/2016 (Street) BOSTON Director 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) Common Stock 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 01/28/2016 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) Code Amount V A (A) or (D) 53,750 (1) A Price 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) $0.00 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 113,492 (2) 7. Nature of Indirect Beneficial Ownership (Instr. 4) 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. 3. Transaction Conversion Date or Exercise (Month/Day/Year) Price of Derivative Security 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) Code Employee Stock Option (Right to Buy) $3.35 01/28/2016 A V 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) (A) 107,500 6. Date Exercisable and Expiration Date (Month/Day/Year) Date (D) Exercisable 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) Expiration Date Title 01/28/2017 (3) 01/28/2026 Common Stock 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) $0.00 107,500 D 11. Nature of Indirect Beneficial Ownership (Instr. 4) Amount or Number of Shares 107,500 Explanation of Responses: 1. The 53,750 shares are restricted common stock, with one-third of the 53,750 shares vesting on January 28, 2017 and one-twelfth vesting on each of April 28, 2017, July 28, 2017, October 28, 2017, January 28, 2018, April 28, 2018, July 28, 2018, October 28, 2018, and January 28, 2019. 2. Includes 98,750 shares of restricted stock. 3. The options vest according to the following schedule: one-third of the 107,500 options will vest on January 28, 2017 and one-twelfth will vest on each of April 28, 2017, July 28, 2017, October 28, 2017, January 28, 2018, April 28, 2018, July 28, 2018, October 28, 2018, and January 28, 2019. Remarks: /s/ Brian Adams 02/01/2016 ** 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.
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