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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant (right to purchase Common Stock) | $ 3.4375 | 08/20/2013 | P | 5,000 | 08/20/2013 | 03/24/2015 | Common Stock, $0.001 par value per share | 5,000 | $ 0 | 5,000 | D | ||||
Stock Option (right to buy) | $ 0.9 | (1) | 03/20/2023 | Common Stock, $0.001 par value per share | 120,000 | 120,000 | D | ||||||||
Stock Option (right to buy) | $ 0.68 | (2) | 12/05/2022 | Common Stock, $0.001 par value per share | 150,000 | 150,000 | D | ||||||||
Senior Convertible Note (convertible into Common Stock) | $ 0.35 | 11/13/2012 | 11/13/2013 | Common Stock, $0.001 par value per share | 42,857 | 0 | D | ||||||||
Warrant (right to purchase Comm Stock) | $ 0.4 | 11/13/2012 | 11/13/2017 | Common Stock, $0.001 par value per share | 37,500 | 0 | D | ||||||||
Senior Convertible Note (convertible into Common Stock) (3) | $ 0.35 | 09/20/2012 | 09/20/2013 | Common Stock, $0.001 par value per share | 100,000 | 0 | I (3) | Wade Capital Corporation | |||||||
Warrant (right to purchase Common Stock) (3) | $ 0.4 | 09/20/2012 | 09/20/2017 | Common Stock, $0.001 par value per share | 87,500 | 0 | I (3) | Wade Capital Corporation | |||||||
Stock Option (right to buy) | $ 0.29 | (4) | 01/06/2022 | Common Stock, $0.001 par value per share | 30,000 | 30,000 | D | ||||||||
Stock Option (right to buy) | $ 1.1 | (5) | 08/11/2021 | Common Stock, $0.001 par value per share | 30,000 | 30,000 | D | ||||||||
Warrant (6) | $ 3.4375 | (7) | 03/24/2015 | Common Stock, $0.001 par value per share | 19,536 | 19,536 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Lefkowitz Steven W C/O CORMEDIX INC. 745 ROUTE 202-206, SUITE 303 BRIDGEWATER, NJ US 08807 |
X | Interim Chief Financial Office |
/s/ Alexander M. Donaldson by Power of Attorney | 08/22/2013 | |
**Signature of Reporting Person | Date |
* | 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) | These options vest quarterly over two years beginning June 13, 2013. |
(2) | These options vest as follows: fifty percent (50%) on the date of issuance of the CE Mark certification for Neutrolin in Europe, if the CE Mark approval is obtained on or before June 30, 2013, and (b) fifty percent (50%) on December 31, 2013. |
(3) | The reporting person beneficially owns these securities through Wade Capital Corporation (an entity for which he has voting and investment control). |
(4) | The options vest in full on the first anniversary of the date of grant. |
(5) | The options vest ratably, one-third of which will vest on each of the grant date, the first anniversary and the second anniversary thereof. |
(6) | (Right to buy Common Stock, $0.001 par value per share) |
(7) | The warrants were issued as part of the Company's initial public offering in March 2010 and were exercisable beginning six months after the effective date of the Company's registration statement related thereto. |
(8) | This report does not reflect 20,000 shares underlying a warrant which warrant was incorrectly reported as being owned by the reporting person's wife in a Form 3 filed on August 15, 2011. |