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 |
| |||||||||||||||
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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol CorMedix Inc. [ CRMD ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| ||||||||||||||||||||||||
3. Date of Earliest Transaction (Month/Day/Year) 08/14/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 | ||||||
Common Stock | 08/14/2020 | P | 10,000 | A | $4.16 | 79,378 | D | |||
Common Stock | 08/14/2020 | P | 7,500 | A | $4.14 | 86,878 | D | |||
Common Stock | 08/14/2020 | P | 10,000 | A | $4.346 | 96,878 | D |
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 Buy Common Stock) | $5.63 | (1) | 05/11/2030 | Common Stock | 37,500 | 37,500 | D | ||||||||
Stock Option (Right to Buy Common Stock) | $4.08 | (1) | 05/11/2030 | Common Stock | 37,500 | 37,500 | D | ||||||||
Stock Option (Right to Buy Common Stock) | $5.63 | (2) | 02/25/2030 | Common Stock | 24,764 | 24,764 | D | ||||||||
Stock Option (Right to Buy Common Stock) | $8.3 | (3) | 01/10/2029 | Common Stock | 7,830 | 7,830 | D | ||||||||
Stock Option (Right to Buy Common Stock) | $10.9 | (4) | 03/01/2027 | Common Stock | 6,600 | 6,600 | D | ||||||||
Stock Option (Right to Buy Common Stock) | $7.6 | (5) | 11/14/2024 | Common Stock | 2,000 | 2,000 | D | ||||||||
Stock Option (Right to Buy Common Stock) | $16.25 | (6) | 07/28/2025 | Common Stock | 3,000 | 3,000 | D | ||||||||
Stock Option (Right to Buy Common Stock) | $12.55 | (7) | 03/08/2026 | Common Stock | 40,000 | 40,000 | D |
Explanation of Responses: |
1. These options were granted on 05/11/2020. These options vest 1/4 on the date of grant, 1/4 on the first anniversary of the date of grant, 1/4 on the second anniversary of the date of grant and 1/4 on the third anniversary of the date of grant. |
2. These options were granted on 02/25/2020. These options vest 1/4 on the date of grant, 1/4 on the first anniversary of the date of grant, 1/4 on the second anniversary of the date of grant and 1/4 on the third anniversary of the date of grant. |
3. These options were granted on 1/10/2019. These options vest, subject to continued employment, as follows: 35% of the options vest over time, with 25% vested on the grant date and 25% vesting on the first, second and third anniversaries of the grant date; and 65% of the options vest upon the achievement of certain milestones. These options include options to purchase an aggregate of 1,575 shares that are subject to vesting 50% on January 10, 2021 and 50% on January 10, 2022. |
4. These options vested upon the achievement of certain performance milestones. |
5. These options vested upon the achievement of certain milestones. |
6. One third of these options vested upon the achievement of a certain milestone and one third vested on each of December 31, 2015 and July 28, 2015. |
7. 15,000 of these options vested monthly over four years, beginning on March 9, 2016, 20,000 vest upon the achievement of a certain milestone, subject to continued employment, and the rest vested upon the achievement of certain milestones. |
Remarks: |
The Issuer effected a 1-for-5 reverse stock split of its common stock on March 26, 2019. All share and per share exercise price amounts shown in this Form 4 have been adjusted to reflect the reverse stock split. |
/s/ John L. Armstrong Jr. | 08/17/2020 | |
** 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. |