Petkanas Dean Form 4 NEUROPATHIX / DEAN PETKANAS 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^*

PETKANAS DEAN

(Last) (First) (Middle)

3805 OLD EASTON ROAD

(Street)

DOYLESTOWN PA 18902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEUROPATHIX, INC. [ NPTX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2021

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	03/12/2021		A(1)		692,308	A	$0.13(1)	22,984,029	I	See Note(2)
Common Stock	03/12/2021		A(3)		192,308	A	$0.13	23,594,432	I	See Note(2)

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
Employee Stock Option	$0.13	03/12/2021		A		1,450,000		(4)	03/11/2031	Common Stock	1,450,000	$0	1,450,000	D

Explanation of Responses:

1. The reporting person agreed to accept 692,308 restricted shares of the issuers common stock in exchange for the discharge of an aggregate of $90,000 of accrued but unpaid monies payable by the issuer to the reporting person as a portion of his salary. The issuance was approved by the issuers board of directors on March 12, 2021. The price of the shares acquired by the reporting person is equal to the closing price of the Companys common stock on March 11, 2021, which was $0.13.

2. Aggregate amount of shares beneficially owned by the reporting person includes shares held by him directly as well as indirectly through Powerlife Phytomedical, LLC and Golden Gate Capital Partners, LLC. The reporting person disclaims beneficial ownership of the securities held by Powerlife Phytomedical, LLC and Golden Gate Capital Partners, LLC, except to the extent of his pecuniary interest therein.

3. Golden Gate Capital Partners, LLC agreed to accept 192,308 restricted shares of the issuer's common stock in exchange for the discharge of an aggregate of $25,000 of accrued but unpaid corporate expenses payable by the issuer to Golden Gate Capital Partners, LLC. The issuance was approved by the issuer's board of directors on March 12, 2021. The price of the shares acquired by Golden Gate Capital Partners, LLC is equal to the closing price of the Company's common stock on March 11, 2021, which was $0.13.

4. 1/4th of the option shares vest on the date of grant and the remaining option shares vest in equal monthly installments over 36 months thereafter.

	/s/ Dean Petkanas	03/16/2021
	** 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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