SEC Form 4 · accession 0001144204-16-132226
Inhibitor Therapeutics, Inc. · INTI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Mayne Pharma Group Ltd
10% Owner
Mayne Pharma International Pty Ltd
10% Owner
Mayne Pharma Ventures Pty Ltd
10% Owner
Period of report
Nov 4, 2016
Accepted (ET)
Nov 7, 2016 · 9:17 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001042418
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | Nov 4, 2016 | X | 5,500,000 | — | A | 154,562,230 | D | |
| Common StockF2,F3 | Nov 4, 2016 | X | 33,333,000 | — | A | 187,895,230 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant to Purchase Common StockF1,F3 | $0.0878 | Nov 4, 2016 | X | 5,500,000 | D | — | — | Common Stock | 5,500,000 | 4,750,569 | D |
| Warrant to Purchase Common StockF2,F3 | $0.075 | Nov 4, 2016 | X | 33,333,000 | D | — | — | Common Stock | 33,333,000 | 333 | D |
Explanation of responses
- F1On November 4, 2016, Mayne Pharma Ventures Pty Ltd ("Mayne Ventures") acquired 5,500,000 shares of Common Stock for an aggregate purchase price of $482,900 through the partial exercise of a warrant to purchase 10,250,569 shares of Common Stock (at a per share exercise price of $0.0878) that was issued by the Issuer to Mayne Ventures on June 24, 2014 (the "2014 Warrant"). Following such partial exercise, 4,750,569 shares of Common Stock remain issuable upon exercise of the 2014 Warrant. The 2014 Warrant may be exercised, in whole or in part, by Mayne Ventures at any time prior to June 24, 2019.
- F2On November 4, 2016, Mayne Ventures acquired 33,333,000 shares of Common Stock for an aggregate purchase price of $2,499,975 through the partial exercise of a warrant to purchase 33,333,333 shares of Common Stock (at a per share exercise price of $0.075) that was issued by the Issuer to Mayne Ventures on May 15, 2015. 333 shares of Common Stock remain issuable upon exercise of the 2015 Warrant. The 2015 Warrant may be exercised, in whole or in part, by Mayne Ventures at any time prior to May 15, 2020.
- F3These securities are directly owned by Mayne Ventures. This report is filed jointly by Mayne Ventures, Mayne Pharma International Pty Ltd ("Mayne International") and Mayne Pharma Group Limited ("Mayne Group"). Mayne Group holds 100% of the issued and outstanding equity securities of Mayne International, and Mayne International holds 100% of the issued and outstanding equity securities of Mayne Ventures. Consequently, Mayne Group and Mayne International may be deemed to beneficially own the securities that are the subject to this report indirectly, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interests therein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Mayne Ventures is deemed a director by deputization by virtue of its representation on the Board of Directors of the Issuer.