UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Common Stock Purchase Warrant | (1) | 06/05/2025 | Common Stock | 166,667 | $ 9 | D | |
Stock Option | (2) | 06/16/2027 | Common Stock | 51,334 | $ 9 | D | |
Stock Option | (2) | 06/16/2027 | Common Stock | 32,000 | $ 10.8 | D | |
Common Stock Purchase Warrant | (3) | 06/16/2027 | Common Stock | 100,000 | $ 10.8 | D | |
Common Stock Purchase Warrant | (4) | 11/01/2028 | Common Stock | 250,000 | $ 10.8 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Hand Ann 2912 COLORADO AVE., SUITE 200 SANTA MONICA, CA 90404 |
X | CEO and President |
/s/ Clayton Haynes, Attorney-in-Fact | 03/07/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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) | Warrant vests in equal monthly installments over a 48 month period, and will vest in full on June 5, 2019. |
(2) | 50% of the stock option vested immediately on the grant date. The remainder of the option vests in equal installments over a 24 month period, and will vest in full on June 16, 2019. |
(3) | Warrant vests in equal monthly installments over a 36 month period, and will vest in full on June 6, 2020. |
(4) | Warrant vests as follows: (i) 25% upon issuance; (ii) 50% upon close of the Issuer's initial public offering ("IPO") or an additional private financing (occurring subsequent to September 1, 2018) resulting in gross proceeds of at least $15,000,000 (a "Qualified Financing"); and (iii) 25% on the one-year anniversary of the IPO or the one-year anniversary of a Qualified Financing. |