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Form 4 KAPOOR JOHN N For: Feb 27 Filed by: Insys Therapeutics, Inc.

March 1, 2018 6:10 PM
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
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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 *
JOHN N KAPOOR TRUST DATED SEPTEMBER 20 1989
(Last) (First) (Middle)
C/O INSYS THERAPEUTICS, INC.
1333 SOUTH SPECTRUM BLVD, #100
(Street)
CHANDLER AZ 85286
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Insys Therapeutics, Inc. [ INSY ] 		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)
02/27/2018
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
Common Stock 02/27/2018 Z 42,447,810 D (1) $ 0 42,447,810 I By Trust (1)
Common Stock 02/27/2018 Z 31,982 D (1) $ 0 31,982 I By Trust (1)
Common Stock 02/27/2018 Z 56,288 D (1) $ 0 56,288 I By Trust (1)
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
Explanation of Responses:
1. Effective as of February 27, 2018, Dr. John N. Kapoor ("Dr. Kapoor"), personally and as trustee of John N. Kapoor Trust, dated September 20, 1989, entered into a voting trust agreement (the "Voting Trust Agreement") by and among Insys Therapeutics, Inc., a Delaware corporation (the "Company"), Dr. Kapoor, Bessemer Trust Company of Delaware, N.A., as the initial trustee thereunder (the "Trustee") and EJ Financial/NEO Management, L.P., pursuant to which the parties have established a voting trust (within the meaning of Section 218(a) of the Delaware General Corporation Law) (the "Voting Trust"). With the formation of the Voting Trust, the shares of the Company's common stock, par value $0.01 per share, beneficially owned by Dr. Kapoor and EJ Financial/NEO Management, L.P. were deposited with the Trustee. Dr. Kapoor is an affiliate of EJ Financial/NEO Management, L.P.
/s/ John N. Kapoor 03/01/2018
** Signature of Reporting Person Date
/s/ John N. Kapoor, Trustee 03/01/2018
** 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).
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