0000899243-21-033505.txt : 20210818 0000899243-21-033505.hdr.sgml : 20210818 20210818175448 ACCESSION NUMBER: 0000899243-21-033505 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210816 FILED AS OF DATE: 20210818 DATE AS OF CHANGE: 20210818 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARMISTICE CAPITAL, LLC CENTRAL INDEX KEY: 0001601086 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37590 FILM NUMBER: 211187686 BUSINESS ADDRESS: STREET 1: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 231-4932 MAIL ADDRESS: STREET 1: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Boyd Steven CENTRAL INDEX KEY: 0001706140 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37590 FILM NUMBER: 211187684 MAIL ADDRESS: STREET 1: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Armistice Capital Master Fund Ltd. CENTRAL INDEX KEY: 0001633584 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37590 FILM NUMBER: 211187685 BUSINESS ADDRESS: STREET 1: C/O ARMISTICE CAPITAL, LLC STREET 2: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-231-4932 MAIL ADDRESS: STREET 1: C/O ARMISTICE CAPITAL, LLC STREET 2: 510 MADISON AVENUE, 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cerecor Inc. CENTRAL INDEX KEY: 0001534120 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 450705648 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 540 GAITHER ROAD STREET 2: SUITE 400 CITY: ROCKVILLE STATE: MD ZIP: 20850 BUSINESS PHONE: 410-522-8707 MAIL ADDRESS: STREET 1: 540 GAITHER ROAD STREET 2: SUITE 400 CITY: ROCKVILLE STATE: MD ZIP: 20850 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-08-16 0 0001534120 Cerecor Inc. CERC 0001601086 ARMISTICE CAPITAL, LLC 510 MADISON AVENUE, 7TH FLOOR NEW YORK NY 10022 1 0 1 0 0001633584 Armistice Capital Master Fund Ltd. 510 MADISON AVENUE 7TH FLOOR NEW YORK NY 10022 1 0 1 0 0001706140 Boyd Steven 510 MADISON AVENUE 7TH FLOOR NEW YORK NY 10022 1 0 1 0 Common Stock 2021-08-16 4 P 0 30000 2.7546 A 39280000 I See Footnote Common Stock 2021-08-18 4 P 0 20000 2.7775 A 39300000 I See Footnote Common Stock 412442 D The reported securities of Cerecor Inc. (the "Issuer") are directly held by Armistice Capital Master Fund Ltd., a Cayman Islands exempted company (the "Master Fund"), and may be deemed to be indirectly beneficially owned by: (i) Armistice Capital, LLC ("Armistice Capital"), as the investment manager of the Master Fund; and (ii) Steven Boyd, as the Managing Member of Armistice Capital ("Mr. Boyd", and collectively with the Master Fund and Armistice Capital, the "Reporting Persons"). Each of Armistice Capital and Mr. Boyd disclaim beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, and this report shall not be deemed an admission that either of them are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.7507 to $2.774, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. These shares are directly owned by Mr. Boyd in his personal capacity. Each of the Master Fund and Armistice Capital may be deemed a director by deputization of the Issuer by virtue of the fact that Steven Boyd, a representative of the Master Fund and Armistice Capital, currently serves on the Issuer's board of directors. ARMISTICE CAPITAL, LLC, Name: /s/ Steven Boyd, Title: Managing Member 2021-08-18 ARMISTICE CAPITAL MASTER FUND LTD, Name: /s/ Steven Boyd, Title: Director 2021-08-18 STEVEN BOYD, Name: /s/ Steven Boyd 2021-08-18 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

                                                                    Exhibit 99.1

                         Form 4 Joint Filer Information

Name:                                Armistice Capital Master Fund, Ltd.

Address:                             510 Madison Avenue
                                     7th Floor
                                     New York, NY 10022

Date of Event Requiring Statement:   08/16/2021


Name:                                Steven Boyd

Address:                             510 Madison Avenue
                                     7th Floor
                                     New York, NY 10022

Date of Event Requiring Statement:   08/16/2021