SEC Form 4 · accession 0001144204-16-137762
INNOVUS PHARMACEUTICALS, INC. · INNV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Novalere Holdings, LLC
10% Owner
Period of report
Nov 30, 2016
Accepted (ET)
Dec 2, 2016 · 6:18 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001411879
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Nov 30, 2016 | J | 12,808,796 | $0.00 | A | 25,617,592 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The reporting person acquired the shares in connection with the entry on Nov. 30, 2016 into an Amendment and Supplement to the Registration Rights and Stock Restriction Agreement by and among the Issuer and the reporting person dated Feb. 4, 2015, as amended by a First Amendment to Amendment and Supplement (collectively, the "Amendment"). The Amendment amended and supplemented certain of the demand and piggy-back registrations rights granted to the reporting person pursuant to the Registration Rights and Stock Restriction Agreement between the Issuer and the reporting person dated Feb. 4, 2015 (the "Rights Agreement"). The Rights Agreement was entered into in connection with the acquisition of Novalere FP, Inc. ("Novalere") by the Issuer (the "Merger"). As a result of the Merger, all of the outstanding shares of Novalere common stock were converted into the right to receive shares of the Issuer's common stock. The reporting person is a former stockholder of Novalere.
- F2The shares were issued in consideration for entry into the Amendment and Supplement, which includes a waiver of certain of the reporting person's rights with respect to registration of shares of Issuer held by the reporting person and a release of claims in favor of Issuer with respect to any failure of Issuer to achieve certain milestones set forth in the Agreement and Plan of Merger dated February 4, 2015.