SEC Form 4 · accession 0001209191-15-086235
Bone Biologics Corp · BBLG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
B Chia Soo
Director
Period of report
Sep 19, 2014
Accepted (ET)
Dec 18, 2015 · 9:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001419554
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 19, 2014 | J | 1,000,000 | — | A | 1,000,000 | D | |
| Common StockF4 | Sep 19, 2015 | A | 31,646 | $0.00 | A | 1,031,646 | D | |
| Common StockF5 | Oct 9, 2015 | S | 52,744 | $1.58 | D | 978,902 | D | |
| Common StockF3,F2 | Oct 22, 2015 | G | 2,000,000 | $0.00 | D | 0 | I | By Spouse |
| Common Stock | Oct 22, 2015 | G | 2,000,000 | $0.00 | A | 2,978,902 | D | |
| Common StockF2,F3 | holding | — | — | — | 2,000,000 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (Right to Buy)F7,F8 | $0.44 | Sep 19, 2014 | J | 119,318 | A | — | Sep 19, 2024 | Common Stock | 119,318 | 119,318 | D |
| Common Stock (Right to Acquire)F9 | $0.00 | Oct 2, 2015 | A | 384,615 | A | — | — | Common Stock | 384,615 | 384,615 | D |
Explanation of responses
- F1Represents shares of Common Stock of the Issuer issued pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 19, 2014 by and among AFH Acquisition X, Inc., Bone Biologics, Inc. and Bone Biologics Acquisition Corp. Pursuant to the terms of the Merger Agreement each share of Common Stock of Bone Biologics, Inc. was converted into the same number of shares of the Issuer's Common Stock.
- F2These shares are owned by Kang Ting. Dr. Ting is the spouse of the Reporting Person. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F3Does not include 384,615.33 shares of Common Stock issuable to Dr. Ting on the earlier of September 24, 2018 and the occurrence of certain events described in a letter agreement by and between the Issuer and the Reporting Person dated September 24, 2015 and attached as Exhibit 10.1 to Form 8-K filed with the Securities and Exchange Commission on October 8, 2015.
- F4These shares were acquired by the Reporting Person pursuant to Reporting Person's non-employee director offer letter with the Issuer.
- F5These shares were sold by the Reporting Person in a private transaction.
- F6This transaction involved a gift of the shares of Common Stock owned by Dr. Ting to the Reporting Person.
- F7On February 4, 2010, the Reporting Person acquired a warrant to purchase 119,318 shares of Common Stock of Bone Biologics, Inc.at an exercise price of $0.44 per share. Pursuant to the Merger Agreement, this warrant was converted into a warrant to purchase 119,318 shares of the Issuer's Common Stock at a per share exercise price of $0.44. The warrant is fully vested and exercisable.
- F8Immediately exercisable.
- F9Issuable to the Reporting Person on the earlier of September 24, 2018 and the occurrence of certain events described in a letter agreement by and between the Issuer and the Reporting Person dated September 24, 2015 and attached as Exhibit 10.1 to Form 8-K filed with the Securities and Exchange Commission on October 8, 2015.