SEC Form 4/A · accession 0001654954-18-013415
CorMedix Inc. · CRMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Gary A. Gelbfish
Director
Period of report
Feb 16, 2018
Accepted (ET)
Nov 30, 2018 · 4:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001410098
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 16, 2018 | A | 10,000 | — | A | 2,111,121 | D | |
| Common StockF2 | holding | — | — | — | 14,000 | I | Landmark Foundation |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy Common Stock)F3 | $0.57 | holding | — | — | — | — | Feb 16, 2028 | Common Stock, $0.001 par value per share | 40,000 | 40,000 | D |
| Stock Option (Right to Buy Common Stock)F4 | $0.37 | holding | — | — | — | — | Aug 3, 2027 | Common Stock, $0.001 par value per share | 75,000 | 75,000 | D |
| Series C-3 Non-Voting Convertible Preferred StockF5 | — | holding | — | — | — | Jan 8, 2014 | — | Common Stock, $0.001 par value per share | 500,000 | 500,000 | D |
| Warrant (Right to Purchase Common Stock) | $0.90 | holding | — | — | — | Jan 8, 2015 | Jan 1, 2020 | Common Stock, $0.001 par value per share | 250,000 | 250,000 | D |
| Series A Common Stock WarrantF6 | $0.75 | holding | — | — | — | — | — | Common Stock, $0.001 par value per share | 1,000,000 | 1,000,000 | D |
| Series B Common Stock WarrantF7 | $1.05 | holding | — | — | — | — | — | Common Stock, $0.001 par value per share | 1,000,000 | 1,000,000 | D |
Explanation of responses
- F1These shares consist of restricted stock units granted on 2/16/2018. These restricted stock units will vest monthly with full vesting on the first anniversary of the date of grant, subject to continued service on the board. This amendment reports the restricted stock units in Table I rather than Table II as originally reported.
- F2Held by Landmark Foundation, of which Dr. Gelbfish and his wife are trustees.
- F3These options were granted on 2/16/2018. These options vest in full on the first anniversary of the date of grant, subject to continued service on the board.
- F4These options vest as follows: 1/3 on August 3, 2017, an additional 1/3 on August 3, 2018, and the remaining 1/3 on August 3, 2019.
- F5The 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.
- F6The 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.
- F7The 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.