Statement of Changes in Beneficial Ownership (4)
March 30 2018 - 7:20PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Conti Kurt G
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2. Issuer Name
and
Ticker or Trading Symbol
Edge Therapeutics, Inc.
[
EDGE
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
300 CONNELL DRIVE, SUITE 4000
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/23/2018
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(Street)
BERKELEY HEIGHTS, NJ 07922
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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3/23/2018
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J
(1)
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58476
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D
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$0
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0
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I
(2)
(3)
(4)
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By Trust
(2)
(3)
(4)
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Common Stock
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324541
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D
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Common Stock
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789420
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I
(5)
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By Oakwood Capital, Llc
(5)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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On March 23, 2018 three Trusts were dissolved and share ownership of 58,476 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to the Reporting Person's three adult children who do not live in the same household as Reporting Person.
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(2)
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On March 23, 2018 the Austin Conti Trust was dissolved and share ownership of 29,238 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to sole ownership of Austin Conti, the Reporting Person's adult child who does not live in the same household as Reporting Person.
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(3)
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On March 23, 2018 the Brooke Conti Trust was dissolved and share ownership of 14,619 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to sole ownership of Brooke Conti, the Reporting Person's adult child who does not live in the same household as Reporting Person.
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(4)
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On March 23, 2018 the Hunter Conti Trust was dissolved and share ownership of 14,619 shares of common stock for which the Reporting Person had previously disclaimed beneficial ownership of transferred to sole ownership of Hunter Conti, the Reporting Person's adult child who does not live in the same household as Reporting Person.
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(5)
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The Reporting Person has sole voting and dispositive power over the shares held by Oakwood Capital, LLC and may be deemed to beneficially own these shares. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Conti Kurt G
300 CONNELL DRIVE, SUITE 4000
BERKELEY HEIGHTS, NJ 07922
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X
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Signatures
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/s/ Albert N. Marchio II, attorney-in-fact
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3/30/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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