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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 | ||||||||
8% Convertible Notes | (1) | 03/30/2010 | C | 165,368 | (1) | (1) | Common Stock, $0.001 par value per share | 0 | $ 0 | 0 | D (2) | ||||
8% Convertible Notes | (1) | 03/30/2010 | C | 70,872 | (1) | (1) | Common Stock, $0.001 par value per share | 0 | $ 0 | 0 | I | By Landmark Charity Foundation (3) | |||
Stock option (right to buy) | $ 3.125 | 03/30/2010 | A | 20,000 | (4) | 03/30/2020 | Common Stock, $0.001 par value per share | 20,000 | $ 0 | 20,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Gelbfish Gary A. C/O CORMEDIX INC. 86 SUMMIT AVENUE, SUITE 301 SUMMIT, NJ 079013647 |
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By: /s/ John C. Houghton - Attorney-in-fact | 04/01/2010 | |
**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) | The 8% Convertible Notes, and all accrued interest thereon, automatically converted into shares of common stock at a conversion price of $2.1875 per share upon the consummation of the Company's initial public offering. |
(2) | Includes 94,496 shares of common stock held jointly by Dr. Gelbfish and his wife and 70,872 shares of common stock held by Dr. Gelbfish as custodian for certain of his children. |
(3) | Dr. Gelbfish and his wife are trustees of Landmark Charity Foundation. |
(4) | These options vest as follows: 1/3 on March 30, 2010; an additional 1/3 on March 30, 2011; and the remaining 1/3 on March 30, 2012. |