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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 | ||||||||
12% Convertible Notes | (1) | 03/30/2010 | C | 14,652 | (1) | (1) | Units consisting of common stoc (2) | 14,652 | $ 0 | 0 | D | ||||
Stock option (right to buy) | $ 3.125 | 03/30/2010 | A | 326,492 | (3) | 03/30/2020 | Common Stock, $0.001 par value per share | 326,492 | $ 0 | 326,492 | D | ||||
Warrants issued as a part of Units | $ 3.4375 | 03/30/2010 | C | 14,652 | (1) | 03/24/2015 | Common Stock, $0.001 par value per share | 14,652 | (1) | 14,652 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Houser Mark T. C/O CORMEDIX INC. 86 SUMMIT AVENUE, SUITE 301 SUMMIT, NJ 079013647 |
Chief Medical Officer |
/s/ Houser, Mark T. | 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 12% Convertible Notes, and all accrued interest thereon, automatically converted into Units upon the consummation of the Company's initial public offering at a conversion price of $6.50 per Unit, the initial public offering price. Each Unit consists of two shares of common stock and a warrant to purchase one share of common stock at an exercise price of $3.4375 per share. Each warrant will become exercisable upon the earlier to occur of the expiration of the underwriters' over allotment option or its exercise in full (in connection with the Company's initial public offering), and will expire on March 24, 2015, or earlier upon redemption. |
(2) | Each Unit consists of two shares of common stock and a warrant to purchase one share of common stock at an exercise price of $3.4375 per share. Each warrant will become exercisable upon the earlier to occur of the expiration of the underwriters' over allotment option or its exercise in full (in connection with the Company's initial public offering), and will expire on March 24, 2015, or earlier upon redemption. |
(3) | These options vest as follows: 1/3 on March 30, 2011; an additional 1/3 on March 30, 2012; and the remaining 1/3 on March 30, 2013. |