SEC Form 4 · accession 0001213900-18-010095

ADIAL PHARMACEUTICALS, INC. · ADIL

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

Reporting owner

Officer — Chief Executive Officer · Director · 10% Owner

Period of report

Jul 31, 2018

Accepted (ET)

Aug 2, 2018 · 4:14 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001513525

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Jul 31, 2018	J	36,800	—	A	372,402	D
Common Stock^F2	Jul 31, 2018	C	52,227	—	A	424,629	D
Common Stock^F3	Jul 31, 2018	P$0	80,000	—	A	504,000	D
Common Stock	holding	—	—		—	132,141	I	Owned jointly by Mr. Stilley and his wife, Anne T. Stilley

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Convertible Note^F2	$0.44	Jul 31, 2018	C	52,227	D	—	—	Common Stock	52,227	0	D
Warrant to purchase common stock^F1	$6.25	Jul 31, 2018	J	36,800	A	Jul 31, 2018	Jul 31, 2023	Common Stock	36,800	36,800	D
Warrant to purchase common stock^F2	$6.25	Jul 31, 2018	C	52,227	A	—	—	Common Stock	52,227	89,027	D
Warrant to purchase units^F4	$5.00	Jul 31, 2018	J	36,800	A	Jul 31, 2018	Jul 31, 2023	Units	73,600	36,800	D
Warrant to purchase common stock^F3	$6.25	Jul 31, 2018	P	80,000	A	Jul 31, 2018	Jul 31, 2023	Common Stock	80,000	169,027	D

F1The 36,800 shares of common stock and warrant to purchase 36,800 shares of common stock were received by the reporting person upon consummation of the initial public offering on July 31, 2018 in accordance with a Securities Purchase Agreement dated February 22, 2018.
F2The 52,227 shares of common stock and a warrant to purchase 52,227 shares of common stock were issued upon automatic conversion of a convertible note in the principal amount of $17,449 together with interest accrued thereon at a conversion price of $0.44 per share upon consummation of the initial public offering.
F3On July 31, 2018, Mr. Stilley purchased 80,000 units (the "Units") in the initial public offering at a price of $5.00 per Unit, which corresponds to a price of $4.99 per share of common stock and $0.01 per warrant. Each Unit consisted of one share of common stock and a warrant to purchase one share of common stock. The shares of common stock and warrants were immediately separable upon issuance of the Units in the initial public offering.
F4The warrant to purchase 36,800 units was received by the reporting person upon consummation of the initial public offering in accordance with a Securities Purchase Agreement dated February 22, 2018. Each unit consisted of a share of common stock and a warrant to purchase a share of common stock. The aggregate number of shares of common stock included in the units and underlying the warrants included in the units is 73,600 shares.