FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ORIGIN VENTURES II LP
2. Issuer Name and Ticker or Trading Symbol

CORTEX PHARMACEUTICALS INC/DE/ [ CORX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

1033 SKOKIE BOULEVARD, SUITE 430
3. Date of Earliest Transaction (MM/DD/YYYY)

8/10/2012
(Street)

NORTHBROOK, IL 60062
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   8/10/2012     J    24200507   A   (1) 24200507   I   See Footnote   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Received in exchange for 645,556 shares of Pier Pharmaceuticals, Inc. Series A Preferred Stock, a Convertible Promissory Note in the aggregate principal amount of $400,000 and accrued interest thereon, and a stock option to purchase 20,000 shares of Common Stock of Pier Pharmaceuticals, Inc., all in connection with the merger among Cortex Pharmaceuticals, Inc., Pier Pharmaceuticals, Inc. and Pier Acquisition Corp. (the "Merger"). On the effective date of the Merger, the closing price of the Common Stock of Cortex Pharmaceuticals, Inc. was $0.06 per share.
( 2)  Shares are held of record by Origin Ventures II, L.P. ("OVII"). Origin Ventures II Management, LLC ("OVIIM") is the general partner of OVII. Bruce N. Barron and Steven N. Miller are managing directors of OVIIM and exercise shared voting and investment power with respect to the shares owned by OVII. Each of the reporting person disclaims beneficial ownership of such securities, except to the extent of his or its proportionate pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ORIGIN VENTURES II LP
1033 SKOKIE BOULEVARD, SUITE 430
NORTHBROOK, IL 60062

X

Origin Ventures II Management, LLC
1303 SKOKIE BLVD., STE. 430
NORTHBROOK, IL 60062

X

BARRON BRUCE N
1303 SKOKIE BLVD., STE. 430
NORTHBROOK, IL 60062

X

Miller Steven N.
1303 SKOKIE BLVD., STE. 430
NORTHBROOK, IL 60062

X


Signatures
/s/ Bruce N. Barron, Attorney-in-Fact for Designated Filer and each Joint Filing Person 9/19/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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