0001209191-19-028146.txt : 20190507
0001209191-19-028146.hdr.sgml : 20190507
20190507205512
ACCESSION NUMBER: 0001209191-19-028146
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: Manning Donald C.
CENTRAL INDEX KEY: 0001775268
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36278
FILM NUMBER: 19804917
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
0001775268
Manning Donald C.
C/O ADYNXX, INC.
100 PINE ST., STE. 500
SAN FRANCISCO
CA
94111
0
1
0
0
CHIEF MEDICAL OFFICER
Stock Option (Right to Buy)
1.11
2019-05-03
4
A
0
23858
A
2022-03-07
Common Stock
23858
23858
D
Stock Option (Right to Buy)
1.39
2019-05-03
4
A
0
7887
A
2022-07-16
Common Stock
7887
7887
D
Stock Option (Right to Buy)
1.39
2019-05-03
4
A
0
3943
A
2022-12-17
Common Stock
3943
3943
D
Stock Option (Right to Buy)
3.06
2019-05-03
4
A
0
56407
A
2026-12-15
Common Stock
56407
56407
D
(1) 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, reflecting a reverse stock split at a ratio of one new share for every six shares of common stock outstanding.
(2) On March 8, 2012, Reporting Person was granted an option to purchase 664,560 shares of the common stock of Private Adynxx under Private Adynxx's Equity Incentive Plan at an exercise price of $0.04 per share. Pursuant to the Merger Agreement, this option was converted into an option to purchase 23,858 shares of the Issuer's common stock at a per share exercise price of $1.11. This option has fully vested.
(3) On July 17, 2012, Reporting Person was granted an option to purchase 219,684 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 7,887 shares of the Issuer's common stock at a per share exercise price of $1.39. This option has fully vested.
(4) On December 18, 2012, Reporting Person was granted an option to purchase 109,842 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 3,943 shares of the Issuer's common stock at a per share exercise price of $1.39. This option has fully vested.
(5) On December 16, 2016, Reporting Person was granted an option to purchase 1,571,214 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 56,407 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