SEC Form 3
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) 03/15/2019 | 3. Issuer Name and Ticker or Trading Symbol WOUND MANAGEMENT TECHNOLOGIES, INC. [ WNDM ] | |||||||||||||
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) |
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 | ||||
Series F Convertible Preferred Stock | (1) | (1) | Common Stock | 227,363,000 | (2) | D(1) | |
5% Convertible Promissory Note | 08/28/2019 | 03/01/2021 | Common Stock | 16,959,339 | 0.09 | D(3) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. Reflects 1,136,815 shares of Series F Convertible Preferred Stock ("Convertible <0x200E>Preferred Stock") owned of record by CGI Cellerate RX, LLC that are immediately convertible into 237,363,000 shares of Common Stock with equivalent <0x200E>voting rights. The Convertible Preferred Stock is convertible at any time, at the holder's election and has no expiration date. CGI Cellerate RX, LLC is a wholly owned subsidiary of Catalyst Rochal, LLC. Mr. Gurasich is a manager of Catalyst Rochal, LLC. By virtue of these relationships, CGI Cellerate RX, LLC, Catalyst Rochal, LLC and, Mr. Gurasich may be deemed to share voting and dispositive control over the Common Stock issuable upon the conversion of the Convertible Preferred Stock. Catalyst Rochal, LLC and Mr. Gurasich disclaim beneficial ownership of any Common Stock held or beneficially owned by CGI Cellerate RX, LLC, except to the extent of each of their pecuniary interests therein. |
2. The Convertible Preferred Stock is convertible at on a 200 for 1 basis into fully paid and nonassessable shares of the Issuer's Common Stock. |
3. Reflects a $1,500,000.00 Convertible Promissory Note ("Note") from Wound Management Technologies, Inc. ("Issuer") to CGI Cellerate RX, LLC convertible into 16,959,339 shares of common stock of the Issuer at $0.09 per share as of December 31, 2018. CGI Cellerate RX, LLC is a wholly owned subsidiary of Catalyst Rochal, LLC. Mr. Gurasich is a manager of Catalyst Rochal, LLC. By virtue of these relationships, CGI Cellerate RX, LLC, Catalyst Rochal, LLC and, Mr. Gurasich may be deemed to share voting and dispositive control over the Common Stock issuable upon the conversion of the Note. Catalyst Rochal, LLC and Mr. Gurasich disclaim beneficial ownership of any Common Stock held or beneficially owned by CGI Cellerate RX, LLC, except to the extent of each of their pecuniary interests therein. |
CGI CELLERATE RX, LLC, /s/ Ron Nixon and /s/ Brad Gurasich | 03/21/2019 | |
CATALYST ROCHAL, LLC, /s/ Ron Nixon and /s/ Brad Gurasich | 03/21/2019 | |
/s/ Brad Gurasich | 03/21/2019 | |
** 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. |