Kenneth Hoberman Form 5 STEMLINE THERAPEUTICS / Kenneth Hoberman ownership change

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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

OMB APPROVAL

OMB Number:	3235-0362
Estimated average burden
hours per response:	1.0

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

Hoberman Kenneth

(Last) (First) (Middle)

C/O STEMLINE THERAPEUTICS, INC.

750 LEXINGTON AVENUE, ELEVENTH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
STEMLINE THERAPEUTICS INC [ STML ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Operating Officer

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
06/12/2019

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price

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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (right to buy)	$2.92	06/12/2019		G(1)		18,070	(2)	03/08/2021	Common Stock	18,070	$0	0	D
Stock Options (right to buy)	$2.92	06/12/2019		G(1)		18,070	01/29/2013	03/08/2021	Common Stock	18,070	$0	0	D
Stock Options (right to buy)	$3.3	06/12/2019		G(1)		97,580	(3)	03/09/2022	Common Stock	97,580	$0	0	D
Stock Options (right to buy)	$5.77	06/12/2019		G(1)		75,000	(4)	01/07/2026	Common Stock	75,000	$0	0	D
Stock Options (right to buy)	$4.12	06/12/2019		G(1)		132,176	(2)	02/24/2026	Common Stock	132,176	$0	0	D

Explanation of Responses:

1. On June 12, 2019, options to purchase shares of common stock were transferred into an irrevocable trust for the benefit of Mr. Hoberman's minor children. Mr. Hoberman is not a trustee of the trust and has no investment control over the securities held by the trust.

2. Represents options to purchase shares of common stock that vested 25% per year on each of the first four anniversaries of the grant date. All options have a 10-year life.

3. Represents options to purchase shares of common stock that vested 25% on the first anniversary and the remaining 75% vested quarterly over a three-year period.

4. Represents options to purchase shares of common stock that vested in three equal installments on each of the first three anniversaries of the January 7, 2016 grant date.

	/s/ Kenneth Hoberman	02/14/2020
	** 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).
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.