0001209191-19-028145.txt : 20190507 0001209191-19-028145.hdr.sgml : 20190507 20190507205132 ACCESSION NUMBER: 0001209191-19-028145 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190503 FILED AS OF DATE: 20190507 DATE AS OF CHANGE: 20190507 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ORR RICK CENTRAL INDEX KEY: 0001774874 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36278 FILM NUMBER: 19804913 MAIL ADDRESS: STREET 1: C/O ADYNXX, INC. STREET 2: 100 PINE ST., STE. 500 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Alliqua BioMedical, Inc. CENTRAL INDEX KEY: 0001054274 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 582349413 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1010 STONY HILL ROAD STREET 2: SUITE 200 CITY: YARDLEY STATE: PA ZIP: 19067 BUSINESS PHONE: 215-702-8550 MAIL ADDRESS: STREET 1: 1010 STONY HILL ROAD STREET 2: SUITE 200 CITY: YARDLEY STATE: PA ZIP: 19067 FORMER COMPANY: FORMER CONFORMED NAME: Alliqua, Inc. DATE OF NAME CHANGE: 20101222 FORMER COMPANY: FORMER CONFORMED NAME: HEPALIFE TECHNOLOGIES INC DATE OF NAME CHANGE: 20030529 FORMER COMPANY: FORMER CONFORMED NAME: ZETA CORP DATE OF NAME CHANGE: 20030219 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-05-03 0 0001054274 Alliqua BioMedical, Inc. ADYX 0001774874 ORR RICK C/O ADYNXX, INC. 100 PINE ST., STE. 500 SAN FRANCISCO CA 94111 1 1 0 0 CHIEF EXECUTIVE OFFICER Common Stock 2019-05-03 4 A 0 142090 A 142090 D Stock Option (Right to Buy) 1.39 2019-05-03 4 A 0 661 A 2022-12-17 Common Stock 661 661 D Stock Option (Right to Buy) 3.06 2019-05-03 4 A 0 95417 A 2026-12-15 Common Stock 95417 95417 D Shares of common stock of the corporation then known as Adynxx, Inc. ("Private Adynxx") were converted into shares of the Issuer pursuant to that certain Agreement and Plan of Merger and Reorganization, dated as of October 11, 2018, by and among the Issuer, Embark Merger Sub, Inc. and Private Adynxx (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of common stock was converted into 0.0359 shares of the Issuer's common stock. Following the merger, the Issuer effected a reverse stock split at a ratio of one new share for every six shares of common stock outstanding. On December 18, 2012, Reporting Person was granted an option to purchase 18,401 shares of the common stock of Private Adynxx under Private Adynxx's Equity Incentive Plan at an exercise price of $0.05 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 661 shares of the Issuer's common stock at a per share exercise price of $1.39. This option has fully vested. On December 16, 2016, Reporting Person was granted an option to purchase 2,657,848 shares of the common stock of Private Adynxx under Private Adynxx's Equity Incentive Plan at an exercise price of $0.11 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 95,417 shares of the Issuer's common stock at a per share exercise price of $3.06. Subject to Reporting Person's continued employment, 1/4th of the option vested and became exercisable on December 16, 2017 with the remainder vesting monthly thereafter for a total vesting period of 48 months. Upon a change of control of the Issuer, 100% of any unvested portion of the option will become fully vested and exercisable. /s/ John T. McKenna, Attorney-in-Fact 2019-05-07