| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL 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 |
| |||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 02/24/2016 | 3. Issuer Name and Ticker or Trading Symbol Spotlight Innovation, Inc. [ STLT ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) 03/08/2016 | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
| |||||||||||||||
| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 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: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Convertible Note(1) | 12/30/2015 | 12/30/2017 | Common Stock | 76,923 | 0.65 | D | |
| Options (Right to Buy) | (2) | 02/24/2026 | Common Stock | 75,000 | 0.65 | D | |
| Explanation of Responses: |
| 1. Reporting Person is the holder of a Convertible Note in the principal amount of $50,000 which is currently convertible into shares of common stock of Spotlight Innovation Inc. ("STLT"), at the option of the holder, at a price per share equal to the lower of $.75 or the average price of the common stock of STLT during the 20 consecutive trading days immediately prior to conversion (currently calculated at the price of $.65 per share). |
| 2. On February 24, 2016 the Reporting Person received an option, to purchase seventy five thousand (75,000) shares of the Company's Common Stock with an exercise price equal to the closing price on the date prior to the date of the grant. Subject to continued service as a Director, these options will vest one third upon issuance, one third on the one year anniversary of Reporting Person's being a member of the Company's Board of Directors, and one third on the second year anniversary of Reporting's Person being a member of the Company's Board of Directors. The option will be subject to the terms of the Spotlight Innovation Inc. 2015 Equity Incentive Plan (the "Plan") and the related stock option award agreement issued pursuant to the Plan. |
| /s/ Craig A. Lang | 12/28/2016 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||
