SEC Form 4 · accession 0001408408-16-000084
Marker Therapeutics, Inc. · MRKR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Kenneth Bryan Dart
10% Owner
Eastern Capital LTD
10% Owner
Portfolio Services Ltd.
10% Owner
Period of report
Aug 10, 2016
Accepted (ET)
Aug 12, 2016 · 4:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001094038
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 10, 2016 | X | 5,000,000 | $0.50 | A | 25,000,000 | D | |
| Common StockF2 | Aug 10, 2016 | J | 3,000,000 | — | A | 28,000,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series C-1 WarrantF1 | $0.50 | Aug 10, 2016 | X | 5,000,000 | D | Mar 9, 2015 | Mar 9, 2020 | Common Stock | 5,000,000 | 0 | D |
| Series F-1 WarrantF2 | $0.60 | Aug 10, 2016 | J | 5,000,000 | A | — | — | Common Stock | 5,000,000 | 1 | D |
Explanation of responses
- F1On August 10, 2016 Eastern Capital Limited exercised the remaining Issuer's Series C-1 Warrant at an exercise price of $0.50 per share and acquired an additional 5,000,000 shares of common stock.
- F2On August 10, 2016, simultaneously with the exercise of the remaining Series C-1 Warrant, Eastern Capital Limited acquired 3,000,000 shares of Common Stock and the Series F-1 Warrant to acquire 5,000,000 common shares which is exercisable upon the date of issuance with an exercise price of $0.60 per share and expires on the five year anniversary of the date of issuance. The additional shares and Series F-1 Warrant were issued in consideration of Eastern Capital Limited's agreement to amend certain outstanding warrants.
Remarks
Eastern Capital Limited is an investment entity that owns the securities reported on this Form 4. Portfolio Services Ltd. is a holding company which owns all of the outstanding stock of Eastern Capital Limited. Kenneth B. Dart is the beneficial owner of all of the outstanding stock of Portfolio Services Ltd.