0001209191-21-029076.txt : 20210429 0001209191-21-029076.hdr.sgml : 20210429 20210429175252 ACCESSION NUMBER: 0001209191-21-029076 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210427 FILED AS OF DATE: 20210429 DATE AS OF CHANGE: 20210429 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hallam Thomas CENTRAL INDEX KEY: 0001850921 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33672 FILM NUMBER: 21872543 MAIL ADDRESS: STREET 1: C/O SENECA BIOPHARMA, INC. STREET 2: 20271 GOLDENROD LANE CITY: GERMANTOWN STATE: MD ZIP: 20876 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PALISADE BIO, INC. CENTRAL INDEX KEY: 0001357459 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 522007292 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 20271 GOLDENROD LANE STREET 2: STE 2024 CITY: GERMANTOWN STATE: MD ZIP: 20876 BUSINESS PHONE: 301-366-4841 MAIL ADDRESS: STREET 1: 20271 GOLDENROD LANE STREET 2: STE 2024 CITY: GERMANTOWN STATE: MD ZIP: 20876 FORMER COMPANY: FORMER CONFORMED NAME: Seneca Biopharma, Inc. DATE OF NAME CHANGE: 20200127 FORMER COMPANY: FORMER CONFORMED NAME: Neuralstem, Inc. DATE OF NAME CHANGE: 20060324 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-04-27 0 0001357459 PALISADE BIO, INC. PALI 0001850921 Hallam Thomas C/O PALISADE BIO, INC. 5800 ARMADA DR., SUITE 210 CARLSBAD CA 92008 1 1 0 0 Chief Executive Officer Common Stock 2021-04-27 4 A 0 1592 A 1592 D Stock Option (Right to Buy) 14.72 2021-04-27 4 A 0 4078 A 2022-10-10 Common Stock 4078 4078 D Stock Option (Right to Buy) 18.39 2021-04-27 4 A 0 27189 A 2023-10-01 Common Stock 27189 27189 D Stock Option (Right to Buy) 27.59 2021-04-27 4 A 0 6797 A 2025-02-02 Common Stock 6797 6797 D Stock Option (Right to Buy) 27.59 2021-04-27 4 A 0 477 A 2024-02-02 Common Stock 477 477 D Stock Option (Right to Buy) 27.59 2021-04-27 4 A 0 2719 A 2027-11-10 Common Stock 2719 2719 D Stock Option (Right to Buy) 27.59 2021-04-27 4 A 0 95572 A 2027-11-10 Common Stock 95572 95572 D Stock Option (Right to Buy) 41.20 2021-04-27 4 A 0 22730 A 2029-03-22 Common Stock 22730 22730 D Stock Option (Right to Buy) 41.20 2021-04-27 4 A 0 8754 A 2029-03-22 Common Stock 8754 8754 D Stock Option (Right to Buy) 41.20 2021-04-27 4 A 0 20392 A 2029-03-22 Common Stock 20392 20392 D Stock Option (Right to Buy) 53.33 2021-04-27 4 A 0 15002 A 2029-03-22 Common Stock 15002 15002 D Stock Option (Right to Buy) 26.85 2021-04-27 4 A 0 12294 A 2030-02-19 Common Stock 12294 12294 D Stock Option (Right to Buy) 17.72 2021-04-27 4 A 0 27190 A 2031-04-26 Common Stock 27190 27190 D The Reporting Person acquired the shares of the Issuer in exchange for 58,582 shares of common stock of Leading BioSciences, Inc. ("LBS"), pursuant to the Agreement and Plan of Merger, dated December 16, 2020, among Seneca Biopharma Inc., Townsgate Acquisition Sub 1, Inc. and LBS (the "Merger"). Per the terms of the Merger, each share of LBS's common stock was converted into the right to receive 0.02719 shares of Seneca's common stock. In the Merger, the name of the Issuer was changed from Seneca Biopharma, Inc. to Palisade Bio, Inc. The stock option vested according to the following schedule: 50% of the shares underlying the option vested on the grant date and the remaining 50% vested in six equal quarterly installments thereafter beginning on July 9, 2014. Received in the Merger in exchange for a stock option to acquire 150,000 shares of LBS common stock for $0.40 per share. The stock option vested according to the following schedule: 17% of the shares underlying the option vested on grant date and the remaining 83% vested in 10 equal quarterly installments thereafter beginning on June 30, 2014. Received in the Merger in exchange for a stock option to acquire 1,000,000 shares of LBS common stock for $0.50 per share. The option vests in 12 equal quarterly installments from the vesting commencement date. Received in the Merger in exchange for a stock option to acquire 250,000 shares of LBS common stock for $0.75 per share. The stock option is fully vested. Received in the Merger in exchange for a stock option to acquire 17,567 shares of LBS common stock for $0.75 per share. Received in the Merger in exchange for a stock option to acquire 100,000 shares of LBS common stock for $0.75 per share. The stock option vests according to the following schedule: 25% of the shares underlying the option vests on grant date and the remaining 75% vests in nine equal quarterly installments thereafter beginning on January 1, 2018. Received in the Merger in exchange for a stock option to acquire 3,515,000 shares of LBS common stock for $0.75 per share. The stock option vests according to the following schedule: 67% of the shares underlying the option vests on the grant date and the remaining 33% vests in eight equal quarterly installments thereafter beginning on March 31, 2019. Received in the Merger in exchange for a stock option to acquire 836,000 shares of LBS common stock for $1.12 per share. Received in the Merger in exchange for a stock option to acquire 322,000 shares of LBS common stock for $1.12 per share. Received in the Merger in exchange for a stock option to acquire 750,000 shares of LBS common stock for $1.12 per share. The stock option vests according to the following schedule: 67% of the shares underlying the option vests on the grant date and the remaining 33% vests in four equal quarterly installments thereafter beginning on March 31, 2019. Received in the Merger in exchange for a stock option to acquire 551,753 shares of LBS common stock for $1.45 per share. Received in the Merger in exchange for a stock option to acquire 452,200 shares of LBS common stock for $0.73 per share. Received in the Merger in exchange for a stock option to acquire 1,000,000 shares of LBS common stock for $0.48 per share. /s/ JD Finley, Attorney-in-Fact for Thomas Hallam 2021-04-29