SEC Form 4 · accession 0001140361-15-037183

PDS Biotechnology Corp · PDSB

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

Reporting owner

Officer — Chief Financial Officer

Period of report

Oct 6, 2015

Accepted (ET)

Oct 8, 2015 · 4:13 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001472091

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Oct 6, 2015	C	10,443	—	A	10,443	D
Common Stock^F1	Oct 6, 2015	C	4,747	—	A	15,190	D
Common Stock^F1	Oct 6, 2015	C	24,089	—	A	39,279	D
Common Stock	Oct 6, 2015	J	2,377	$6.79	A	41,656	D
Common Stock^F1,F2	Oct 6, 2015	C	15,720	—	A	15,720	I	By Harpua, LLC
Common Stock^F1,F2	Oct 6, 2015	C	21,221	—	A	36,941	I	By Harpua, LLC
Common Stock^F2	Oct 6, 2015	P	45,000	$11.00	A	81,941	I	By Harpua, LLC
Common Stock^F2	Oct 6, 2015	J	1,651	$7.75	A	83,592	I	By Harpua, LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series B-1 Convertible Preferred Stock^F1	—	Oct 6, 2015	C	14,286	D	—	—	Common Stock	10,443	D
Series C Convertible Preferred Stock^F1	—	Oct 6, 2015	C	6,494	D	—	—	Common Stock	4,747	D
Series C-1 Convertible Preferred Stock^F1	—	Oct 6, 2015	C	32,956	D	—	—	Common Stock	24,089	D
Series C-1 Convertible Preferred Stock^F2,F1	—	Oct 6, 2015	C	21,506	D	—	—	Common Stock	15,720	I
Series C-2 Convertible Preferred Stock^F2,F1	—	Oct 6, 2015	C	29,032	D	—	—	Common Stock	21,221	I

F1The convertible preferred stock converted into the Issuer's common stock at a conversion ratio, as adjusted to give effect to the Issuer's 1-for-1.3681 reverse stock split effected on September 21, 2015, of one share of common stock for every 1.3681 shares of preferred stock immediately prior to the closing of the Issuer's initial public offering of common stock, and had no expiration date.
F2The Reporting Person is the sole managing member of Harpua, LLC and may be deemed to beneficially own these shares. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
F3The Reporting Person received a total of 2,377 shares of the Issuer's common stock which represented a payment-in-kind dividend on 39,450 shares of the Issuer's convertible preferred stock owned at the time of the dividend payment date.
F4Harpua, LLC received a total of 1,651 shares of the Issuer's common stock which represented a payment-in-kind dividend on 50,538 shares of the Issuer's convertible preferred stock owned at the time of the dividend payment date. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.