-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FU9l4C6bv0Uezo7FVycAFuGUuiJQWv5v6iaz1LXJwgBve8PfrJRgX8Wc+MVRMw74 RDZ7/zoxjbHz718CsoXgkg== 0001209191-09-021520.txt : 20090414 0001209191-09-021520.hdr.sgml : 20090414 20090414163846 ACCESSION NUMBER: 0001209191-09-021520 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090410 FILED AS OF DATE: 20090414 DATE AS OF CHANGE: 20090414 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bowles L Thompson CENTRAL INDEX KEY: 0001355785 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15070 FILM NUMBER: 09749056 MAIL ADDRESS: STREET 1: C/O REGENERX BIOPHARMACEUTICALS, INC. STREET 2: 3 BETHESDA METRO CENTER ? SUITE 630 CITY: BETHESDA STATE: MD ZIP: 20814 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: REGENERX BIOPHARMACEUTICALS INC CENTRAL INDEX KEY: 0000707511 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 521253406 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3 BETHESDA METRO CENTER STREET 2: SUITE 700 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 3019611992 MAIL ADDRESS: STREET 1: 3 BETHESDA METRO CENTER STREET 2: SUITE 700 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: ALPHA 1 BIOMEDICALS INC DATE OF NAME CHANGE: 19950719 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2009-04-10 0 0000707511 REGENERX BIOPHARMACEUTICALS INC RGN 0001355785 Bowles L Thompson C/O REGENERX BIOPHARMACEUTICALS, INC. 3 BETHESDA METRO CENTER, SUITE 630 BETHESDA MD 20814 1 0 0 0 Stock Options (right to buy) 0.57 2009-04-10 4 A 0 14765 0.00 A 2019-04-10 Common Stock 14765 14765 D The option vests in three equal installments on June 30, 2009, September 30, 2009 and December 31, 2009, provided that the reporting person has not incurred a Termination of Service (as defined in the option plan) before any applicable vesting date. Notwithstanding any provision of the plan, if there is a Change in Control (as defined in the option plan), the option is not subject to any accelerated vesting. If the reporting person's compensation for service on the Board of Directors is increased to at least the amount in effect as of March 31, 2009, then no additional vesting shall occur with respect to the option thereafter, provided that daily pro-rata vesting shall be credited for the period since the date of the last vesting installment (and any unvested portion of the option shall terminate at that time). Exhibit List Exhibit 24- Power of Attorney /s/ Darren K. DeStefano, attorney-in-fact 2009-04-14 EX-24.4_283117 2 poa.txt POA DOCUMENT POWER OF ATTORNEY (For Executing Form ID and Forms 3, 4 and 5) Know all by these presents that the undersigned hereby constitutes and appoints each of J.J. Finkelstein of RegeneRx Biopharmaceuticals, Inc., Kenneth J. Krisko, Darren K. DeStefano, Brian F. Leaf, and Courtney A. Roche of Cooley Godward Kronish LLP, signing individually, the undersigned's true and lawful attorneys-in fact and agents to: (1) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the Securities and Exchange Commission a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the Securities and Exchange Commission of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation thereunder; (2) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the Securities and Exchange Commission Forms 3, 4 and 5 (including amendments thereto and joint filing agreements in connection therewith) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (3) Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to prepare and execute any such Form 3, 4 or 5 (including amendments thereto and joint filing agreements in connection therewith) and file such Forms with the Securities and Exchange Commission and any stock exchange, self-regulatory association or any other authority; and (4) Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the 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 the attorney-in-fact may approve in the attorney-in-fact's discretion. The undersigned hereby grants to each such 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, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's 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, and their substitutes, in serving in such capacity at the request of the undersigned, are not assuming (nor is RegeneRx Biopharmaceuticals, Inc. assuming) any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by RegeneRx Biopharmaceuticals, Inc., unless earlier revoked by the undersigned in a signed writing delivered to RegeneRx Biopharmaceuticals, Inc. and the attorneys-in fact. This Power of Attorney revokes any other power of attorney that the undersigned has previously granted to representatives of the RegeneRx Biopharmaceuticals, Inc. and Cooley Godward Kronish LLP. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below. Dated: April 13, 2009 Signature: /s/ L. Thompson Bowles -----END PRIVACY-ENHANCED MESSAGE-----