SEC Form 4 · accession 0001493152-18-005444
Adhera Therapeutics, Inc. · ATRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Vuong Trieu
Officer — Executive Chairman · Director · 10% Owner
Period of report
Apr 16, 2018
Accepted (ET)
Apr 18, 2018 · 9:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000737207
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series E Convertible Preferred StockF2 | $0.50 | Apr 16, 2018 | A | 2 | A | Apr 16, 2018 | — | Common Stock | 22,500 | 2 | D |
| Warrants to Purchase Common StockF3 | $0.55 | Apr 16, 2018 | A | 16,875 | A | Apr 16, 2018 | — | Common Stock | 16,875 | 16,875 | D |
| Series E Convertible Preferred StockF2 | $0.50 | Apr 16, 2018 | C | 35 | A | Apr 16, 2018 | — | Common Stock | 345,100 | 35 | D |
| Warrants to Purchase Common StockF3 | $0.55 | Apr 16, 2018 | C | 258,825 | A | Apr 16, 2018 | — | Common Stock | 258,825 | 258,825 | D |
| 5% Convertible Promissory NoteF5,F6 | $5,000.00 | Apr 16, 2018 | C | — | D | Apr 16, 2018 | — | Preferred Stock / Warrants | — | — | D |
| Series E Convertible Preferred StockF2 | $0.50 | Apr 16, 2018 | C | 115 | A | Apr 16, 2018 | — | Common Stock | 1,146,300 | 115 | D |
| Warrants to Purchase Common StockF3 | $0.55 | Apr 16, 2018 | C | 859,725 | A | Apr 16, 2018 | — | Common Stock | 859,725 | 859,725 | D |
| 5% Demand Line of CreditF5,F8 | $5,000.00 | Apr 16, 2018 | C | — | D | Nov 15, 2016 | — | Preferred Stock / Warrants | — | — | D |
| Series E Convertible Preferred StockF10,F2 | $0.50 | Apr 16, 2018 | C | 19 | A | Apr 16, 2018 | — | Common Stock | 190,000 | 19 | I |
| Warrants to Purchase Common StockF10,F3 | $0.55 | Apr 16, 2018 | C | 142,500 | A | Apr 16, 2018 | — | Common Stock | 142,500 | 142,500 | I |
| 5% Demand Line of CreditF10,F5,F11 | $5,000.00 | Apr 16, 2018 | C | — | D | Apr 16, 2018 | — | Preferred Stock / Warrants | — | — | I |
| Series E Convertible Preferred StockF10,F2 | $0.50 | Apr 16, 2018 | P | 163 | A | Apr 16, 2018 | — | Common Stock | 1,625,900 | 163 | I |
| Warrants to Purchase Common StockF10,F3 | $0.55 | Apr 16, 2018 | P | 2,564,465 | A | Apr 16, 2018 | — | Common Stock | 2,564,465 | 2,564,465 | I |
Explanation of responses
- F1In connection with the closing of the issuer's private placement of shares of its Series E Convertible Preferred Stock and warrants to purchase shares of its common stock (the "Offering"), which occurred on April 16, 2018, the issuer and the reporting person agreed that the issuer would satisfy all accrued and unpaid fees owed by the issuer to the reporting person for services as a member of the issuer's Board of Directors prior to January 1, 2018 by the issuance by the issuer to the reporting person of 2.25 shares of Series E Preferred Stock and warrants to purchase 16,875 shares of common stock.
- F10The securities are held by Autotelic Inc., of which entity the reporting person serves as Chairman of the Board.
- F11The line of credit converted into 19 shares of Series E Convertible Preferred Stock and warrants to purchase 142,500 shares of common stock.
- F12In connection with the closing of the Offering, the issuer and Autotelic Inc., of which entity the reporting person serves as Chairman of the Board, agreed that the issuer would satisfy all accrued and unpaid fees owed by the issuer to Autotelic Inc. under that certain Master Services Agreement dated November 15, 2016 between the issuer and Autotelic Inc. by the issuance by the issuer to Autotelic Inc. of 162.59 shares of Series E Convertible Preferred Stock and warrants to purchase 1,219,425 shares of common stock. The issuer also issued to Autotelic Inc, an additional 1,345,040 warrants pursuant to the Master Services Agreement.
- F2Each outstanding share of Series E Preferred Stock shall be converted into common stock on the earliest to occur of: (i) any date more than 30 trading days after the closing of the Offering that the closing price of the common stock on each of the 30 days immediately prior to such conversion exceeds $5.00; (ii) the three year anniversary of the closing of the Offering; and (iii) the date on which the holders of a majority of the outstanding shares of Series E Preferred Stock elect to convert all of the outstanding shares of Series E Preferred Stock.
- F3The warrants expire on the five year anniversary of the closing of the Offering.
- F4On April 16, 2018, the reporting person and the issuer amended the convertible promissory note in the principal amount of $165,634 that the issuer issued to the reporting person in June 2017 so that the unpaid principal amount thereof, together with accrued but unpaid interest thereon, would be converted into 34.51 shares of the issuer's Series E Convertible Preferred Stock and warrants to purchase up to 258,825 shares of the issuer's common stock upon the closing of the Offering. As a result of such conversion, the note has been satisfied in full and is no longer outstanding.
- F5N/A
- F6The note converted into 34.51 shares of Series E Convertible Preferred Stock and warrants to purchase 258,825 shares of common stock.
- F7On April 16, 2018, the reporting person and the issuer amended the demand line of credit that was extended by the reporting person to the issuer on November 15, 2016 so that the unpaid principal amount thereof, together with accrued but unpaid interest thereon, would be converted into 114.63 shares of the issuer's Series E Convertible Preferred Stock and warrants to purchase up to 859,725 shares of the issuer's common stock upon the closing of the Offering. As a result of such conversion, the line of credit has been satisfied in full and is no longer outstanding.
- F8The line of credit converted into 114.63 shares of Series E Convertible Preferred Stock and warrants to purchase 859,725 shares of common stock.
- F9On April 16, 2018, Autotelic Inc., an entity of which the reporting person serves as Chairman of the Board, and the issuer amended the demand line of credit that was extended by Autotelic Inc. to the issuer on April 4, 2017 so that the unpaid principal amount thereof, together with accrued but unpaid interest thereon, would be converted into 19 shares of the issuer's Series E Convertible Preferred Stock and warrants to purchase up to 142,500 shares of the issuer's common stock upon the closing of the Offering. As a result of such conversion, the line of credit has been satisfied in full and is no longer outstanding.