0001493152-19-014911.txt : 20191002 0001493152-19-014911.hdr.sgml : 20191002 20191002180822 ACCESSION NUMBER: 0001493152-19-014911 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160726 FILED AS OF DATE: 20191002 DATE AS OF CHANGE: 20191002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STERN ADAM K CENTRAL INDEX KEY: 0001403497 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38022 FILM NUMBER: 191133590 MAIL ADDRESS: STREET 1: STERN AEGIS VENTURES STREET 2: 810 7TH AVENUE 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Matinas BioPharma Holdings, Inc. CENTRAL INDEX KEY: 0001582554 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 463011414 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1545 ROUTE 206 SOUTH STREET 2: SUITE 302 CITY: BEDMINSTER STATE: NJ ZIP: 07921 BUSINESS PHONE: 908-443-1860 MAIL ADDRESS: STREET 1: 1545 ROUTE 206 SOUTH STREET 2: SUITE 302 CITY: BEDMINSTER STATE: NJ ZIP: 07921 4 1 ownership.xml X0306 4 2016-07-26 0 0001582554 Matinas BioPharma Holdings, Inc. MTNB 0001403497 STERN ADAM K AEGIS CAPITAL CORP, ATTN: CASSEL SHAPIRO 810 SEVENTH AVE., 18TH FLOOR NEW YORK, NY 10019 1 0 0 0 Common Stock, par value $0.0001 per share 2019-07-26 4 C 0 200000 0 A 993992 D Common Stock, par value $0.0001 per share 2019-07-26 5 J 0 E 48000 0 A 1052392 D Common Stock, par value $0.0001 per share 2019-03-19 5 W 0 E 6600 0 A 1058992 D Common Stock, par value $0.0001 per share 2019-06-21 5 J 0 E 17000 0 A 3256483 I Held by AKS Family Partners LP Common Stock, par value $0.0001 per share 300000 I Held by Pavilion Capital Partners Inc. Common Stock, par value $0.0001 per share 300000 I Held by Piper Ventures Partners LLC Common Stock, par value $0.0001 per share 1750000 I Held by AKS Family Foundation, Inc. Common Stock, par value $0.0001 per share 600000 I Held by SternAegis Ventures LLC Defined Benefit Pension Plan Series A Preferred Stock 0 2016-07-29 4 P 0 20000 5 A 2016-07-29 Common Stock 200000 20000 D Series A Preferred Stock 0 2019-07-29 4 C 0 20000 0 A 2016-07-29 Common Stock 200000 0 D Stock dividend, payable to all holders of record of Series A Preferred Stock of 2.4 shares of Common Stock for each share of Series A Preferred Stock. Stock dividend, payable to all holders of record of Series B Preferred Stock of 200 shares of Common Stock for each share of Series B Preferred Stock. Mr. Stern disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, if any, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership by Mr. Stern of the reported securities for purposes of Section 16 or any other purpose. Converts automatically into Common Stock upon the earlier of (i) notice by the Issuer to the holders that the Issuer elected to convert all outstanding shares of Class A Preferred, (ii) July 29, 2019, (iii) the approval of the Issuer's MAT2203 product candidate by the U.S. Food and Drug Administration or the European Medicines Agency (the "Regulatory Approval") or (iv) the Regulatory Approval of the Issuer's MAT2501 product candidate. /s/ Keith A. Kucinski, attorney-in fact for Adam K. Stern 2019-10-02 EX-24 2 ex24.htm

POWER OF ATTORNEY

Know all by these present that the undersigned hereby constitutes and appoints each of Jerome D. Jabbour, Keith A. Kucinski, Michael J. Lerner and Bettina C. Elstroth his true and lawful attorney-in-fact to:

	1.	execute for and on behalf of the undersigned Schedules 13D and 13G, Form ID, and Forms 3, 4 and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules thereunder;

	2.	do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Schedules 13D or 13G, Form ID application for EDGAR codes, and Forms 3, 4 or 5, and the timely filing of such Forms with the United States Securities and Exchange Commission and any other authority; and

	3.	take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, including, without limitation, the execution and filing of a Form 4 with respect to a transaction which may be reported on a Form 5, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully and to all intents and purposes as he might or could do in person, with full power of substitution and resubstitution, hereby ratifying and confirming all that such attorney-in-fact, or his substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file any Schedules 13D and 13G and Forms 3, 4 and 5 in accordance with Sections 13 and 16(a) of the Exchange Act and the rules thereunder with respect to the undersigned’s holdings of and transactions in securities issued by Matinas BioPharma Holdings, Inc., unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of August 20, 2019.

	/s/ Adam K. Stern
	By:	Adam K. Stern