Barer Sol J Form 4 Aevi Genomic Medicine / SOL J BARER ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BARER SOL J

(Last) (First) (Middle)

C/O AEVI GENOMIC MEDICINE, INC.

435 DEVON PARK DRIVE, SUITE 715

(Street)

WAYNE PA 19087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Aevi Genomic Medicine, Inc. [ GNMX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Purchase)	$5.22	02/03/2020		D			200,000	(1)	09/13/2023	Common Stock	200,000	$0	0	D
Stock Option (Right to Purchase)	$5.22	02/03/2020		D			200,000	(1)	09/13/2023	Common Stock	200,000	$0	0	I	By the Sol J. Barer 2013 Grantor Retained Annuity Trust III
Stock Option (Right to Purchase)	$7.25	02/03/2020		D			15,000	(2)	01/02/2023	Common Stock	15,000	$0	0	D
Stock Option (Right to Purchase)	$6.5	02/03/2020		D			15,000	(3)	01/02/2024	Common Stock	15,000	$0	0	D
Stock Option (Right to Purchase)	$7.01	02/03/2020		D			80,000	(4)	02/18/2025	Common Stock	80,000	$0	0	D
Stock Option (Right to Purchase)	$4.83	02/03/2020		D			80,000	(5)	04/15/2026	Common Stock	80,000	$0	0	D
Stock Option (Right to Purchase)	$1.32	02/03/2020		D			80,000	(6)	06/22/2027	Common Stock	80,000	$0	0	D
Stock Option (Right to Purchase)	$1.55	02/03/2020		D			100,000	(7)	04/17/2028	Common Stock	100,000	$0	0	D
Warrant (Right to Buy)	$2.84	02/03/2020		D			74,912	(8)	10/17/2022	Common Stock	74,912	$0	0	D

Explanation of Responses:

1. This option, which became exercisable on September 13, 2014, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the previously announced Agreement and Plan of Merger and Reorganization by and among Cerecor Inc. ("Cerecor"), Genie Merger Sub, Inc., Second Genie Merger Sub, LLC and issuer (the "Merger").

2. This option, which became exercisable on January 2, 2014, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.

3. This option, which became exercisable on January 2, 2015, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.

4. This option, which became exercisable on February 18, 2016, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.

5. This option, which became exercisable on April 15, 2017, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.

6. This option, which became exercisable on June 22, 2018, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.

7. This option, which became exercisable on April 17, 2019, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.

8. This warrant, which was issued pursuant to a Securities Purchase Agreement dated August 9, 2017, was subsequently amended by the Amendment Agreement of Warrants to Purchase Common Stock dated December 5, 2019, whereby immediately prior to the Merger the warrants were automatically exercised in a cashless exercise. Given the exercise price of the outstanding warrants, the cashless exercise resulted in no shares of common stock being issued and the warrant was rendered null and void.

Remarks:

	/s/ Sol J. Barer	02/05/2020
	** 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 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).
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.