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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Subordinated Secured Convertible Bridge Note | $ 2.94 | 07/15/2014 | A | 3,401 | (2) | (2) | Common Stock | (2) | $ 2.94 | 3,401 | D | ||||
Common Stock Warrants | $ 2.94 | 07/15/2014 | A | 4,000 | (3) | (3) | Common Stock | (3) | $ 2.94 | 4,000 | D | ||||
Common Stock Warrants | $ 3 | 07/15/2014 | A | 4,000 | (3) | (3) | Common Stock | (3) | $ 3 | 4,000 | D | ||||
Common Stock Warrants | $ 3.5 | 07/15/2014 | A | 4,000 | (3) | (3) | Common Stock | (3) | $ 3.5 | 4,000 | D | ||||
Options | $ 15.42 (1) | 09/24/2010 | 09/24/2015 | Common Stock | 8,333 (1) | 8,333 | D | ||||||||
Options | $ 10.56 (1) | 09/13/2011 | 09/23/2016 | Common Stock | 16,667 (1) | 16,667 | D | ||||||||
Options | $ 6.36 (1) | 09/22/2012 | 09/22/2017 | Common Stock | 16,667 (1) | 16,667 | D | ||||||||
Options | $ 4.14 (1) | 07/19/2013 | 07/19/2018 | Common Stock | 16,667 (1) | 16,667 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Sheerr David Samuel 777 ALEXANDER ROAD, SUITE 100 PRINCETON, NJ 08540 |
General Manager MMB Unit |
David Sheerr | 08/08/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The number of options and respective prices have been adjusted to reflect a 1-for-6 reverse stock split effective as of March 15, 2013. |
(2) | On July 15, 2014, the reporting person entered into a Subordinated Secured Convertible Bridge Note and Warrant Purchase Agreement (the "Agreement") governing the issuance of up to $750,000 aggregate principal amount of Subordinated Secured Convertible Bridge Notes (the "Notes") and Warrants. Pursuant to the terms of the Purchase Agreement, the reporting person purchased $10,000 of Notes and Warrants to purchase 12,000 shares of the Company's Common Stock at exercise prices between $2.94 and $3.50 per share. The Warrants are exercisable for a five (5) year period commencing on the six month anniversary from the date of issuance. |
(3) | The Notes are convertible at any time prior to maturity into shares of the Company's common stock at the rate of one share for each $2.94 of principal amount of the Notes. The Notes mature on October 15, 2014 (subject to a three (3) month extension at the option of a majority in principal amount of the Notes). |