PINX:IMMY Insider Activity 4 Filing - 6/29/2012

Effective Date 6/29/2012

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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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Kammer Robert J
  2. Issuer Name and Ticker or Trading Symbol
Imprimis Pharmaceuticals, Inc. [IMMY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman of the Board
(Last)
(First)
(Middle)
1440 28TH STREET, SUITE 9
3. Date of Earliest Transaction (Month/Day/Year)
06/29/2012
(Street)

BOULDER, CO 80303
4. If Amendment, Date 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
(City)
(State)
(Zip)
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
Common Stock(2) 06/29/2012   C   7,498,500 A $ 0 15,738,545 I DermaStar(1)
Common Stock(3) 07/12/2012   J   4,434,254 A $ 0 4,434,254 D  
Common Stock(4) 07/18/2012   A   200,000 A $ 0 4,634,254 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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
Series A Convertible Preferred Stock $0.0013 07/12/2012   C     10   (5)   (5) Common Stock 7,498,500 $ 0 0 I DermaStar(1)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Kammer Robert J
1440 28TH STREET
SUITE 9
BOULDER, CO 80303
  X   X   Chairman of the Board  

Signatures

 /s/ Robert J. Kammer   07/20/2012
** Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) DermaStar International, LLC ("DermaStar") was the direct beneficial owner of such shares of the Issuer's capital stock, prior to its distribution of such shares to its members pursuant to the terms of its operating agreement and to certain additional individuals on July 12, 2012. The reporting person is a managing member of DermaStar and holds an ownership interest in DermaStar, and as a managing member of DermaStar may be deemed to have voting and dispositive power over the shares of the Issuer's capital stock owned by DermaStar. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(2) Shares of Common Stock issued upon conversion of ten (10) shares of Series A Convertible Preferred Stock of the Issuer held by DermaStar at the election of DermaStar and in consideration of the Issuer's payment of an aggregate amount of $200,000 to DermaStar to induce such conversion, pursuant to the terms of a conversion agreement between DermaStar and the Issuer dated June 29, 2012.
(3) Shares of Common Stock distributed by DermaStar to its members, including the reporting person, pursuant to the terms of DermaStar's operating agreement, and to certain additional individuals, on July 12, 2012.
(4) Represents a restricted stock unit that settles in common stock of the Company, which is subject to certain performance-based vesting criteria such that all 200,000 shares will vest upon the satisfaction of the following event: the Company meets the primary endpoints of its Phase III clinical studies for Impracor.
(5) Each share of Series A Convertible Preferred Stock of the Issuer is convertible into 749,850 shares of the Common Stock of the Issuer at any time at the option of DermaStar, the holder of such shares, pursuant to the terms and subject to adjustment as set forth in the Certificate of Designation of Series A Convertible Preferred Stock of the Issuer.

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PINX:IMMY Insider Activity 4 Filling

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PINX:IMMY Insider Activity 4 Filing - 6/29/2012
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