0000944746-17-000004.txt : 20171031
0000944746-17-000004.hdr.sgml : 20171031
20171031151614
ACCESSION NUMBER: 0000944746-17-000004
CONFORMED SUBMISSION TYPE: SC 13G
PUBLIC DOCUMENT COUNT: 2
FILED AS OF DATE: 20171031
DATE AS OF CHANGE: 20171031
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: RELMADA THERAPEUTICS, INC.
CENTRAL INDEX KEY: 0001553643
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 455401931
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0630
FILING VALUES:
FORM TYPE: SC 13G
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-88207
FILM NUMBER: 171165531
BUSINESS ADDRESS:
STREET 1: 275 MADISON AVENUE, SUITE 702
CITY: NEW YORK
STATE: NY
ZIP: 10016
BUSINESS PHONE: 646-677-3853
MAIL ADDRESS:
STREET 1: 275 MADISON AVENUE, SUITE 702
CITY: NEW YORK
STATE: NY
ZIP: 10016
FORMER COMPANY:
FORMER CONFORMED NAME: CAMP NINE, INC.
DATE OF NAME CHANGE: 20120706
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: KEMMERER JOHN L III
CENTRAL INDEX KEY: 0000944746
FILING VALUES:
FORM TYPE: SC 13G
SC 13G
1
kemm13g1017.txt
SCHEDULE 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c),
AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d2(b).
Relmada Therapeutics, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
75955J 204
(CUSIP Number)
John L. Kemmerer, III
and Dennis Powers
Kemmerer Resources Corp.
323 Main Street
Chatham, NJ 07928
(973) 635-1760
(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications)
October 4, 2017
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[_] Rule 13d-1(b)
[X] Rule 13d-1(c)
[_] Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
75955J204
1
Names of Reporting Persons
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
John L. Kemmerer, III
2
Check the appropriate box if a member of a Group (see instructions)
(a) [ ]
(b) [ ]
3
Sec Use Only
4
Citizenship or Place of Organization
United State of America
Number of
Shares
Beneficially
Owned by Each
Reporting
Person With:
5
Sole Voting Power
1,200,000 shares (1)
6
Shared Voting Power
7
Sole Dispositive Power
1,200,000 (1)
8
Shared Dispositive Power
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,200,000 (1)
10
Check box if the aggregate amount in row (9) excludes certain shares (See
Instructions)
[ ]
11
Percent of class represented by amount in row (9)
8.7% (1)
12
Type of Reporting Person (See Instructions)
IN
(1) Based on 12,545,120 shares of Common Stock outstanding as of September 28,
2017 (per Issuer?s Form 10-K filed 9/28/17), and assuming the (a) conversion of
convertible promissory notes into 800,000 shares and (b) the exercise of
warrants to purchase 400,000 shares.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of more than Five Percent on Behalf of Another Person.
The beneficial ownership reported above is attributable to Mr. Kemmerer?s
role as Trustee of 3 Trusts (the John L. Kemmerer, Jr. Trusts dated
6/24/57 fbo Mr. Kemmerer and other family members), which hold the rights
to 400,000 shares each.
Item 7. Identification and classification of the subsidiary which
acquired the security being reported on by the parent holding
company or control person.
Not Applicable.
Item 8. Identification and classification of members of the group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that
purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.
Dated: October 31, 2017
/s/ Dennis Powers
Signature
Dennis Powers
Attorney-in-fact
Page 4 of 4
EX-99.16 PWR OF ATTY
2
kemmpoa1017.txt
POWER OF ATTORNEY
Limited Power of Attorney
For reporting under the Securities Exchange Act of 1934, as amended
The undersigned hereby constitutes and appoints Dennis Powers, signing
singly, the undersigned?s true and lawful attorney-in-fact to:
(1) Prepare and execute for and on behalf of the undersigned any Schedule
13G as shall from time to time be required pursuant to the Securities Exchange
Act of 1934, as amended, and the rules thereunder applicable to the
beneficial ownership of securities directly or indirectly attributable
to the undersigned;
(2) Do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any
such Schedule 13G, complete and execute any amendment or amendments
thereto, and timely file any such form with the United States Securities
and Exchange Commission and any stock exchange or similar authority,
including completing and executing a Uniform Application for Access
Codes to File on Edgar on Form ID; 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, 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
such attorney-in-fact?s discretion.
The undersigned hereby grants to the attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present.
The undersigned acknowledges that the foregoing attorney-in-fact, in serving
in such capacity at the request of the undersigned, is not assuming, any of
the undersigned?s responsibilities to comply with the Securities Exchange
Act of 1934.
This Power of Attorney shall remain in full force and effect until
October 31, 2019 unless earlier revoked by the undersigned in writing.
In Witness Whereof, the undersigned has caused this Power of Attorney
to be executed as of this 12th day of October, 2017.
/s/ John L. Kemmerer, III
John L. Kemmerer, III