NYER MEDICAL GROUP INC 4

4 · NYER MEDICAL GROUP INC · Filed Feb 6, 2008

Form 4

Period: 2008-02-04

Director

Transactions

Purchase
Common Stock
2008-02-04$1.84/sh+119,565$220,000→ 119,565 total
Award
Series 2 Class B Preferred Stock
2008-02-04+400→ 400 total
Exercise: $1.84→ Common Stock (43,478 underlying)
Award
Stock Option (right to buy)
2008-02-04+12,000→ 12,000 total
Exercise: $1.49From: 2009-02-04Exp: 2018-02-03→ Common Stock (12,000 underlying)
Award
Convertible Note
2008-02-04
Exercise: $1.84From: 2009-02-04→ Common Stock (163,043 underlying)

Footnotes (5)

[F1]The Series 2 Class B Preferred Stock is convertible at the option of the shareholder in the event of a merger or sale of Nyer Medical Group, Inc., or on or after February 4, 2011.
[F2]The Series 2 Class B Preferred Stock is subject to mandatory conversion on or after February 4, 2011, so long as there are no events of default existing under certain of the Company?s indebtedness and there is an effective resale registration statement filed with respect to the shares of common stock to be issued upon conversion.
[F3]David Dumouchel was a minority shareholder of D.A.W., Inc., a subsidiary of Nyer Medical Group, Inc., and acquired the 400 Shares of Series 2 Class B Preferred Stock and the Convertible Note in connection with Nyer Medical Group, Inc.'s acquisition of the minority interest in D.A.W., Inc.
[F4]The Convertible Note maturity date is February 4, 2011.
[F5]Options for 2,000 shares are exercisable on each of 06/30/2008, 12/31/2008, 06/30/2009, 12/31/2009, 06/30/2010 and 12/31/2010.

Documents

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