SEC Form 4 · accession 0001615774-18-002319
Emmaus Life Sciences, Inc. · EMMA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Pappajohn
Director · 10% Owner
Period of report
Mar 29, 2018
Accepted (ET)
Apr 2, 2018 · 7:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000822370
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 A Preferred StockF1,F2 | $1.875 | Mar 29, 2018 | A | 500,000 | A | — | — | Common Stock | 500,000 | 500,000 | D |
| Series A Preferred StockF1,F2,F3 | $1.875 | Mar 29, 2018 | A | 500,000 | A | — | — | Common Stock | 500,000 | 500,000 | I |
| WarrantF1,F4 | $2.34 | Mar 29, 2018 | A | 500,000 | A | — | — | Common Stock | 500,000 | 500,000 | D |
| WarrantF3,F1,F4 | $2.34 | Mar 29, 2018 | A | 500,000 | A | — | — | Common Stock | 500,000 | 500,000 | I |
Explanation of responses
- F1500,000 shares of Series A Preferred Stock and Warrants to purchase 500,000 shares of Common Stock were purchased by the Reporting Person for an aggregate of $1,000,000 pursuant to a Subscription Agreement, dated as of March 29, 2018 (the "Subscription Agreement"), between the Issuer and the investors party thereto. The Series A Preferred Stock are convertible by the Reporting Person as of the date of the Subscription Agreement and are convertible at a conversion price of $1.875 per share.
- F2Each Share of Series A Preferred Stock is convertible, at the holder's option at any time, initially into 500,000 shares of the Issuer's Common Stock, subject to specific adjustments and limitations as set forth in the Certificate of Designation pertaining to such Series A Preferred Stock.
- F3Reporting Person beneficially owns 500,000 shares of Series a Preferred Stock and Warrants to purchase 500,000 shares of Common Stock that were purchased by his spouse, Mary Pappajohn. These shares of Series a Preferred Stock and Warrants were purchased pursuant to the Subscription Agreement, dated as of March 29, 2018. Mr. Pappajohn disclaims beneficial ownership of any shares of Series A Preferred Stock and Warrants held by Mrs. Pappajohn.
- F4Each Warrant entitles its holder to purchase one share of Common Stock at an exercise price of $2.34 per share, subject to adjustment, at any time commencing on March 29, 2018 and expiring on March 29, 2023 (or earlier upon redemption or liquidation).