SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SAMLYN CAPITAL, LLC

(Last) (First) (Middle)
500 PARK AVENUE, 2ND FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Applied Minerals, Inc. [ AMNL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
04/25/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 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
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.04 04/25/2019(1) A 364,000 (1) 04/25/2029 COMMON STOCK 364,000 $0 364,000 D(5)
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.04 04/25/2019(1) A 0 (1) 04/25/2029 COMMON STOCK 0 $0 364,000 I See Footnote(6)
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.04 04/25/2019(2) A 136,000 (2) 04/25/2029 COMMON STOCK 136,000 $0 136,000 D(8)
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.04 04/25/2019(2) A 0 (2) 04/25/2029 COMMON STOCK 0 $0 136,000 I See Footnote(9)
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.12 (3) 04/29/2023 COMMON STOCK 129,514 129,514 D(5)
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.12 (3) 04/29/2023 COMMON STOCK 0 129,514 I See Footnote(6)
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.12 (3) 04/29/2023 COMMON STOCK 44,097 44,097 D(8)
STOCK OPTION (RIGHT TO PURCHASE COMMON STOCK) $0.12 (3) 04/29/2023 COMMON STOCK 0 44,097 I See Footnote(9)
WARRANT (RIGHT TO PURCHASE COMMON STOCK) $0.1 (4) 12/14/2022 COMMON STOCK 2,062,909 2,062,909 D(5)
WARRANT (RIGHT TO PURCHASE COMMON STOCK) $0.1 (4) 12/14/2022 COMMON STOCK 0 2,062,909 I See Footnote(6)
WARRANT (RIGHT TO PURCHASE COMMON STOCK) $0.1 (4) 12/14/2022 COMMON STOCK 1,101,062 1,101,062 D(8)
WARRANT (RIGHT TO PURCHASE COMMON STOCK) $0.1 (4) 12/14/2022 COMMON STOCK 0 1,101,062 I See Footnote(9)
SERIES A CONVERTIBLE NOTE $0.4 (7) 05/01/2023 COMMON STOCK (10) 1 D(5)
SERIES A CONVERTIBLE NOTE $0.4 (7) 05/01/2023 COMMON STOCK 0 1 I See Footnote(6)
SERIES A CONVERTIBLE NOTE $0.4 (7) 05/01/2023 COMMON STOCK (11) 1 D(8)
SERIES A CONVERTIBLE NOTE $0.4 (7) 05/01/2023 COMMON STOCK 0 1 I See Footnote(9)
1. Name and Address of Reporting Person*
SAMLYN CAPITAL, LLC

(Last) (First) (Middle)
500 PARK AVENUE, 2ND FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Samlyn Partners, LLC

(Last) (First) (Middle)
C/O SAMLYN CAPITAL, LLC
500 PARK AVENUE, 2ND FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
SAMLYN ONSHORE FUND, LP

(Last) (First) (Middle)
C/O SAMLYN CAPITAL, LLC
500 PARK AVENUE, 2ND FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Samlyn Offshore Master Fund, Ltd.

(Last) (First) (Middle)
C/O INTERTRUST CORP SVCS (CAYMAN) LTD
190 ELGIN AVENUE, GEORGE TOWN

(Street)
GRAND CAYMAN E9 KY1-9007

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
POHLY ROBERT

(Last) (First) (Middle)
C/O SAMLYN CAPITAL, LLC
500 PARK AVENUE, 2ND FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. On April 25, 2019, the Issuer granted options to purchase 364,000 shares of the Issuer's common stock to Samlyn Offshore Master Fund, Ltd. ("Samlyn Offshore Master Fund") as compensation for Michael B. Barry's service as a member of the Issuer's board of directors (the "Board"). The stock options vested on the grant date and are currently exercisable.
2. On April 25, 2019, the Issuer granted options to purchase 136,000 shares of the Issuer's common stock to Samlyn Onshore Fund, LP ("Samlyn Onshore Fund") as compensation for Michael B. Barry's service as a member of the Board. The stock options vested on the grant date and are currently exercisable.
3. These stock options are currently exercisable.
4. These warrants are currently exercisable.
5. The reported securities are directly owned by Samlyn Offshore Master Fund.
6. The reported securities are directly owned by Samlyn Offshore Master Fund, and may be deemed to be indirectly beneficially owned by Samlyn Capital, LLC ("Samlyn Capital"), as the investment manager of Samlyn Offshore Master Fund. The reported securities may also be deemed to be indirectly beneficially owned by Robert Pohly as the principal of Samlyn Capital. Samlyn Capital and Robert Pohly disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
7. This Series A Convertible Note is currently exercisable.
8. The reported securities are directly owned by Samlyn Onshore Fund.
9. The reported securities are directly owned by Samlyn Onshore Fund, and may be deemed to be indirectly beneficially owned by: (i) Samlyn Capital, as the investment manager of Samlyn Onshore Fund; and (ii) Samlyn Partners, LLC ("Samlyn Partners"), as the general partner of Samlyn Onshore Fund. The reported securities may also be deemed to be indirectly beneficially owned by Robert Pohly as the principal of Samlyn Capital and Managing Member of Samlyn Partners. Samlyn Capital, Samlyn Partners and Robert Pohly disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that any of them are the beneficial owners of the securities for purposes of Section 16 of the Exchange Act or for any other purpose.
10. The principal amount of this Series A Convertible Note is $6,520,000. Each holder of a Series A Convertible Note is able to convert, in whole or in part, the outstanding balance of the Series A Convertible Note, plus all accrued but unpaid interest on the Series A Convertible Note, into shares of the Issuer's common stock at a price per share of $0.40, subject to certain anti-dilution adjustments described in the Series A Convertible Notes.
11. The principal amount of this Series A Convertible Note is $3,480,000. Each holder of a Series A Convertible Note is able to convert, in whole or in part, the outstanding balance of the Series A Convertible Note, plus all accrued but unpaid interest on the Series A Convertible Note, into shares of the Issuer's common stock at a price per share of $0.40, subject to certain anti-dilution adjustments described in the Series A Convertible Notes.
Samlyn Capital, LLC, By: Samlyn, LP, its sole member, By: Samlyn GP, LLC, its general partner, By: /s/Robert Pohly, Managing Member 04/26/2019
Samlyn Partners, LLC, By: /s/ Robert Pohly, Managing Member 04/26/2019
Samlyn Onshore Fund, LP, By: Samlyn Partners, LLC, its general partner, By: /s/ Robert Pohly, Managing Member 04/26/2019
Samlyn Offshore Master Fund, Ltd., By: /s/ Robert Pohly, Director 04/26/2019
/s/ Robert Pohly 04/26/2019
** 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.