| 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 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 08/19/2015 | 3. Issuer Name and Ticker or Trading Symbol Arch Therapeutics, Inc. [ ARTH ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 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) |
| Common Stock | 727,823 | I | See Footnote(1) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 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 | ||||
| Stock Option (Right to Buy) | (2) | 06/18/2023 | Common Stock | 30,000 | 0.37 | D | |
| Series D Warrant to Purchase Common Stock | 06/30/2015 | 06/30/2020 | Common Stock | 454,546 | 0.25 | I(1) | See Footnote(1) |
| Explanation of Responses: |
| 1. Held indirectly by the Keyes Sulat Revocable Trust, of which Mr. Sulat and his spouse are the trustees and the members of Mr. Sulat's immediately family are the beneficiaries. |
| 2. 33.3% of the shares subject to the option vested on July 1, 2014, and 1/24th of the remaining unvested shares vest monthly thereafter, with all shares underlying the option subject to automatic acceleration of vesting upon a Corporate Transaction or Change in Control (as such terms are defined under the Issuer's 2013 Stock Incentive Plan). To the extent vested, the reporting person must exercise the stock option during the 2018 calendar year, unless the Issuer undergoes a Corporate Transaction or Change in Control which also constitutes a "change in the ownership or effective control, or in the ownership of a substantial portion of the assets" (within the meaning of Code Section 409A) of the Company in a calendar year earlier than 2018, in which case the option must be exercised during such earlier calendar year. |
| Remarks: |
| Exhibit List Exhibit 24 - Power of Attorney |
| /s/ James R. Sulat | 08/20/2015 | |
| ** 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. | ||
