SEC Form 4 · accession 0001437749-16-023549

CervoMed Inc. · CRVO

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Jan 8, 2016

Accepted (ET)

Jan 12, 2016 · 7:53 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001053691

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Jan 8, 2016	A	248,032	—	A	248,032	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Option (Right to Buy)^F3,F4	$0.42	Jan 8, 2016	A	276,140	A	—	Jun 15, 2025	Common Stock	276,140	276,140	D
Stock Option (Right to Buy)^F5,F4	$0.55	Jan 8, 2016	A	365,265	A	—	Oct 30, 2025	Common Stock	365,265	365,265	D

F1184,093 of the shares are shares of restricted common stock which vest in equal parts each month until fully vested on the third anniversary of the original grant date, June 15, 2015.
F2Received in exchange for 67,905 units of Diffusion Pharmaceuticals LLC ("Diffusion") in connection with the consummation of the merger (the "Merger") of Diffusion and a wholly-owned subsidiary of the Issuer ("Merger Sub") on January 8, 2016 based upon the exchange rate set forth in the Agreement and Plan of Merger, dated December 15, 2015, by and among the Issuer, Diffusion and Merger Sub.
F3In connection with the consummation of the Merger, an option originally granted on June 15, 2015 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.
F4The shares underlying the options vest in equal parts each month until fully vested on the third anniversary of the grant date.
F5In connection with the consummation of the Merger, an option originally granted on October 30, 2015 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.