CorMedix (CRMD) Form 4 CorMedix / Matthew Duffy 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

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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^*

Duffy Matthew

(Last) (First) (Middle)

C/O CORMEDIX INC.

745 ROUTE 202-206, SUITE 303

(Street)

BRIDGEWATER NJ 08807

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CorMedix Inc. [ CRMD ]

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)
05/13/2016

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
Common Stock, $0.001 par value per share								53,223	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)	$2.02							(1)	01/09/2024	Common Stock, $0.001 par value per share	150,000		150,000	D
Stock Option (right to buy)	$2.02							(2)	01/09/2024	Common Stock, $0.001 par value per share	30,000		30,000	D
Stock Option (right to buy)	$0.9							(3)	03/20/2023	Common Stock, $0.001 par value per share	100,000		100,000	D
Stock Option (right to buy)	$0.68							(4)	12/05/2022	Common Stock, $0.001 par value per share	125,000		125,000	D
Warrant (right to purchase Common Stock)	$0.4							11/13/2012	11/13/2017	Common Stock, $0.001 par value per share	25,000		25,000(5)	D
Stock Option (right to buy)	$0.29							(2)	01/06/2022	Common Stock, $0.001 par value per share	5,000		5,000(2)	D
Stock Option (right to buy)	$0.28							(6)	11/21/2021	Common Stock, $0.001 par value per share	15,000		15,000(6)	D
Stock Option (right to buy)	$5.62							(2)	03/01/2025	Common Stock, $0.001 par value per share	50,000		50,000	D
Phantom Stock	$0(7)							(7)	(7)	Common Stock, $0.001 par value per share	594		594	D
Stock Option (right to buy)	$1.91							(2)	02/21/2026	Common Stock, $0.001 par value per share	75,000		75,000	D
Phantom Stock	$0(7)							(7)	(7)	Common Stock, $0.001 par value per share	1,653		1,653	D
Phantom Stock	$0(7)	05/13/2016		A		1,153(8)		(7)	(7)	Common Stock, $0.001 par value per share	1,153	$0.00	1,153	D

Explanation of Responses:

1. These options vested 100% on January 10, 2014.

2. These options vest in full on the first anniversary of the date of grant.

3. These options vest quarterly over two years.

4. These options vest as follows: (a) fifty percent (50%) on the date of issuance of the CE Mark certification for Neutrolin in Europe, which occurred on July 5, 2013, and (b) fifty percent (50%) on December 31, 2013.

5. On November 13, 2012, the reporting person acquired in a private placement $10,000 of (a) 9% Senior Convertible Notes, convertible into shares of the Company's common stock at a conversion price of $0.35 per share, and (b) a five-year redeemable warrant to purchase common stock at an exercise price of $0.40 per share.

6. The options vest ratably, one-third of which will vest on each of the grant date, the first anniversary and the second anniversary thereof.

7. Each share of phantom stock is the economic equivalent of one share of common stock. The shares of phantom stock become payable in common stock on the tenth business day of January of the year following the reporting person's termination of service as a directo

8. These shares were credited automatically to the reporting person's account pursuant to the reporting person's election to defer the receipt of cash compensation of director's fees.

Remarks:

	Alexander M. Donaldson, with a Power of Attorney for Matthew P. Duffy	05/17/2016
	** 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 4 (b)(v).
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