SEC Form 3 · accession 0000899243-18-031567
NEUROONE MEDICAL TECHNOLOGIES Corp · NMTC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Jul 20, 2017
Accepted (ET)
Dec 21, 2018 · 2:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001500198
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001F1,F2 | holding | — | — | — | 859,976 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On July 20, 2017, pursuant to an Agreement and Plan of Merger and Reorganization dated July 20, 2017 (the "Merger Agreement') by and among the Issuer, OSOK Acquisition Company and NeuroOne, NeuroOne became the wholly-owned subsidiary of the Issuer (the "Merger". Pursuant to the terms of the Merger Agreement, each issued and outstanding share of common stock of NeuroOne, par value $0.0001 per share, or the NeuroOne Shares, were exchanged for 17.0103706 shares of Common Stock. Accordingly, the Reporting Person received from the Issuer 859,976 shares of Common Stock as consideration for its NeuroOne Shares in connection with the Merger.
- F2(Continued from footnote 2) Mayo Clinic, a Minnesota corporation ("Mayo"), is the controlling corporation of the Reporting Person and is included solely due to its control of the Reporting Person. Mayo disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mayo is the beneficial owner of the securities for purposes of Section 13 or any other purpose.