1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series C-3 Non-Voting Convertible Preferred Stock
|
01/08/2014 |
Â
(2)
|
Common Stock, $0.001 par value per share
|
500,000
|
$
(2)
|
D
|
Â
|
Warrant (right to purchase Common Stock)
|
01/08/2015 |
01/08/2020 |
Common Stock, $0.001 par value per share
|
250,000
|
$
0.9
|
D
|
Â
|
Series A Common Stock Warrant
(3)
|
Â
(3)
|
Â
(3)
|
Common Stock, $0.001 par value per share
|
1,000,000
|
$
0.75
|
D
|
Â
|
Series B Common Stock Warrant
(4)
|
Â
(4)
|
Â
(4)
|
Common Stock, $0.001 par value per share
|
1,000,000
|
$
1.05
|
D
|
Â
|
* |
If the form is filed by more than one reporting person, see Instruction 5(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) |
Held by Landmark Foundation, of which Dr. Gelbfish and his wife are trustees. |
(2) |
The conversion ratio is equal to the stated value of $10.00 divided by the conversion price of $1.00. The Series C-3 Non-Voting Convertible Preferred Stock is perpetual. |
(3) |
The Series A Common Stock warrant is exercisable any time after the Company publicly announces through the filing of a Current Report on Form 8-K that the Company has received Stockholder Approval and the amendment to the Company's Certificate of Incorporation has become effective (the "Initial Exercise Date"). The warrant shall be exercisable for a period of thirteen months from the Initial Exercise Date. |
(4) |
The Series B Common Stock warrant is exercisable any time after the Company publicly announces through the filing of a Current Report on Form 8-K that the Company has received Stockholder Approval and the amendment to the Company's Certificate of Incorporation has become effective (the "Initial Exercise Date"). The warrant shall be exercisable for a period of five years from the Initial Exercise Date. |