PDS Biotechnology (PDSB) Form 4 Edge Therapeutics / Kurt G Conti 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^*

Conti Kurt G

(Last) (First) (Middle)

300 CONNELL DRIVE, SUITE 4000

(Street)

BERKELEY HEIGHTS NJ 07922

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Edge Therapeutics, Inc. [ EDGE ]

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)
03/23/2018

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	03/23/2018		J(1)		58,476	D	$0	0	I(2)(3)(4)	By Trust(2)(3)(4)
Common Stock								324,541	D
Common Stock								789,420	I(5)	By Oakwood Capital, Llc(5)

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

Explanation of Responses:

1. On March 23, 2018 three Trusts were dissolved and share ownership of 58,476 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to the Reporting Person's three adult children who do not live in the same household as Reporting Person.

2. On March 23, 2018 the Austin Conti Trust was dissolved and share ownership of 29,238 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to sole ownership of Austin Conti, the Reporting Person's adult child who does not live in the same household as Reporting Person.

3. On March 23, 2018 the Brooke Conti Trust was dissolved and share ownership of 14,619 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to sole ownership of Brooke Conti, the Reporting Person's adult child who does not live in the same household as Reporting Person.

4. On March 23, 2018 the Hunter Conti Trust was dissolved and share ownership of 14,619 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to sole ownership of Hunter Conti, the Reporting Person's adult child who does not live in the same household as Reporting Person.

5. The Reporting Person has sole voting and dispositive power over the shares held by Oakwood Capital, LLC and may be deemed to beneficially own these shares. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

	/s/ Albert N. Marchio II, attorney-in-fact	03/30/2018
	** 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).
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