SEC Info - Bank of America Corp./DE, et al. - ‘5’ for 11/4/09 re: Uni-Pixel

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

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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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

BANK OF AMERICA CORP /DE/

(Last)

(First)

(Middle)

BANK OF AMERICA CORPORATE CENTER

100 N. TRYON ST.

(Street)

CHARLOTTE

28255

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Uni-Pixel [ UNXL ]

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

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

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
11/4/09

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 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)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/4/09		C4 ⁽¹⁾	8,340,225 ⁽¹⁾	A ⁽¹⁾	⁽¹⁾ ⁽²⁾	12,389,590 ⁽¹⁾	I ⁽³⁾	By Subsidiary ⁽³⁾
Common Stock	11/4/09		J4 ⁽¹⁾	377,594 ⁽¹⁾	A ⁽¹⁾	⁽¹⁾ ⁽²⁾	12,389,590 ⁽¹⁾	I ⁽³⁾	By Subsidiary ⁽³⁾

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)
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)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series C Preferred Stock	$1.4 ⁽¹⁾ ⁽²⁾	11/4/09		4J ⁽¹⁾		892,858 ⁽¹⁾	⁽⁴⁾	⁽⁴⁾	Common Stock	8,717,819 ⁽¹⁾	$0.00 ⁽¹⁾	0 ⁽¹⁾	I ⁽³⁾	By Subsidiary ⁽³⁾
Warrant to Purchase Common Stock	$1.4	11/4/09		4J ⁽⁵⁾		3,214,289 ⁽⁵⁾	⁽⁶⁾	⁽⁶⁾	Common Stock	3,214,289 ⁽⁵⁾	$0.00 ⁽¹⁾	0 ⁽¹⁾	I ⁽³⁾	By Subsidiary ⁽³⁾
Warrant to Purchase Common Stock	$0.5	11/4/09		4J ⁽⁵⁾	3,671,771 ⁽⁵⁾		⁽⁷⁾	10/31/19	Common Stock	3,671,771 ⁽⁵⁾	$0.00 ⁽¹⁾	3,671,771 ⁽⁵⁾	I ⁽³⁾	By Subsidiary ⁽³⁾

1. Name and Address of Reporting Person^*

BANK OF AMERICA CORP /DE/

(Last)

(First)

(Middle)

BANK OF AMERICA CORPORATE CENTER

100 N. TRYON ST.

(Street)

CHARLOTTE

28255

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

MERRILL LYNCH, PIERCE, FENNER & SMITH INC.

(Last)

(First)

(Middle)

ONE BRYANT PARK

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

Explanation of Responses:

(1) Pursuant to an Amended and Restated Conversion Agreement dated November 4, 2009 (the "Conversion Agreement"), Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS") surrendered and exchanged 892,858 shares of Uni-Pixel, Inc. Series C Preferred Stock ("Preferred Stock") for 8,717,819 shares of Uni-Pixel common stock ("Common Stock"), which included 377,594 shares relating to additionally awarded dividends.

(2) Each share of Preferred Stock was convertible into a number of shares of Common Stock equal to the quotient obtained by dividing $11.20, plus accrued and unpaid dividends, and any other declared and unpaid dividends, by $1.40.

(3) The transactions reported on this Form 5 were effected by MLPFS, an indirect, wholly owned subsidiary of Bank of America Corporation.

(4) The Preferred Stock was convertible at any time and had no expiration date.

(5) Pursuant to the Conversion Agreement, a warrant to purchase 3,214,289 shares of Common Stock for a purchase price of $1.40 per share was cancelled, and a new warrant to purchase 3,671,771 shares of Common Stock for a purchase price of $0.50 was issued to MLPFS.

(6) The original warrant was exercisable until it was forfeited and exchanged pursuant to the Conversion Agreement.

(7) The new warrant is currently exercisable.

Remarks:

	/s/ Debra Cho	2/4/10
	/s/ Robert Shine	2/4/10
	** 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.

____________ Transaction Codes:
C	Conversion of derivative security.
J	Other acquisition or disposition.
4	A Form 4 Transaction.

Bank of America Corp./DE, et al. – ‘5’ for 11/4/09 re: Uni-Pixel

On: Thursday, 2/4/10, at 10:49am ET · For: 11/4/09 · As: 10% Owner · Accession #: 1209191-10-6781 · File #: 0-49737

Annual Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 5 — SEA’34
Filing Table of Contents

This ‘5’ Document is an XML Data File that may be rendered in various formats:

Bank of America Corp./DE, et al. – ‘5’ for 11/4/09 re: Uni-Pixel

On: Thursday, 2/4/10, at 10:49am ET · For: 11/4/09 · As: 10% Owner · Accession #: 1209191-10-6781 · File #: 0-49737

Annual Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 5 — SEA’34Filing Table of Contents

This ‘5’ Document is an XML Data File that may be rendered in various formats:

Annual Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 5 — SEA’34
Filing Table of Contents