SEC Form 4 · accession 0001363763-16-000028
RespireRx Pharmaceuticals Inc. · RSPI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeff Eliot Margolis
Officer — VP, Treasurer & Secretary · Director
Period of report
Jun 16, 2016
Accepted (ET)
Jun 20, 2016 · 8:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000849636
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 16, 2016 | J | 5,000,000 | $0.00 | D | 10,134,944 | D | |
| Common StockF1 | Jun 16, 2016 | J | 5,000,000 | $0.00 | A | 5,000,000 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Warrants (right to buy)F1,F2 | $0.021 | Jun 16, 2016 | J | 787,363 | D | — | Sep 30, 2020 | Common Stock | 787,363 | 787,363 | D |
| Common Stock Warrants (right to buy)F1,F2 | $0.021 | Jun 16, 2016 | J | 787,363 | A | — | Sep 30, 2020 | Common Stock | 787,363 | 787,363 | I |
| Common Stock Options (to purchase shares of Common Stock)F1,F3 | $0.0227 | Jun 16, 2016 | J | 9,000,000 | D | — | Mar 31, 2021 | Common Stock | 9,000,000 | 15,000,000 | D |
| Common Stock Options (to purchase shares of Common Stock)F1,F3 | $0.0227 | Jun 16, 2016 | J | 9,000,000 | A | — | Mar 31, 2021 | Common Stock | 9,000,000 | 9,000,000 | I |
| Common Stock Options (to purchase shares of Common Stock)F1,F4 | $0.0197 | Jun 16, 2016 | J | 3,000,000 | D | — | Aug 18, 2022 | Common Stock | 3,000,000 | 7,000,000 | D |
| Common Stock Options (to purchase shares of Common Stock)F1,F4 | $0.0197 | Jun 16, 2016 | J | 3,000,000 | A | — | Aug 18, 2022 | Common Stock | 3,000,000 | 3,000,000 | I |
| Common Stock Options (to purchase shares of Common Stock)F1,F5 | $0.025 | Jun 16, 2016 | J | 5,000,000 | D | — | Jun 30, 2022 | Common Stock | 5,000,000 | 10,000,000 | D |
| Common Stock Options (to purchase shares of Common Stock)F1,F5 | $0.025 | Jun 16, 2016 | J | 5,000,000 | A | — | Jun 30, 2022 | Common Stock | 5,000,000 | 5,000,000 | I |
| Common Stock Options (to purchase shares of Common Stock)F1,F6 | $0.05 | Jun 16, 2016 | J | 1,363,637 | D | — | Jul 17, 2019 | Common Stock | 1,363,637 | 1,363,636 | D |
| Common Stock Options (to purchase shares of Common Stock)F1,F6 | $0.05 | Jun 16, 2016 | J | 1,363,637 | A | — | Jul 17, 2019 | Common Stock | 1,363,637 | 1,363,637 | I |
Explanation of responses
- F1All dispositions and acquisitions set forth on this Form 4 reflect estate planning transactions. In each case, securities jointly held by Mr. Margolis and his spouse are being transferred so they are held in the spouse's name only.
- F2These Warrants were acquired by Mr. Margolis and his spouse in his capacity as President of Aurora Capital LLC, which served as placement agent in the Company's unit offering with each unit consisting of one share of common stock and warrants to purchase two additional shares of common stock, and represent his share of the Placement Agent Warrants awarded at each closing of that transaction. The warrants are currently exercisable.
- F3These Common Stock Options vest in four equal installments: 25 percent on March 31, 2016 (the grant date), 25 percent on June 30, 2016, 25 percent on September 30, 2016, and 25 percent on December 31, 2016.
- F4These Common Stock Options vest in four equal installments: 25 percent on December 31, 2015, 25 percent on March 31, 2016, 25 percent on June 30, 2016, and 25 percent on September 30, 2016.
- F5These Common Stock Options vested in three installments: 50 percent on June 30, 2015, 25 percent on September 30, 2015, and 25 percent on December 31, 2015, and are all currently vested and exercisable.
- F6These Common Stock Options vested in three equal installments on July 17, 2014, September 30, 2014 and December 31, 2014, and are all currently vested and exercisable.