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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Option to purchase Ordinary Shares | $ 0.27 (1) | 09/01/2019 | A | 628,872 | (2) | 09/01/2029 | Ordinary Shares | 628,872 | $ 0 | 628,872 | D | ||||
Option to purchase Ordinary Shares | $ 0.0012 (3) | 09/01/2019 | A | 140,448 | (4) | (5) | Ordinary Shares | 140,448 | $ 0 | 140,448 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Rawcliffe Adrian 440 SOUTH BROAD STREET, UNIT 1906 PHILADELPHIA, PA 19146 |
X | CEO and CFO |
/s/ Adrian George Rawcliffe | 09/03/2019 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The exercise price was converted from GBP0.22 based on an exchange rate of $U.S. 1.21721 to GBP1.00. The actual exercise price will be the pounds sterling amount. |
(2) | Exercisable as to 157,218 Ordinary Shares on September 1, 2020 and will be exercisable as to the remainder in monthly installments of 13,101 Ordinary Shares on the first of each month from October 1, 2020 through August 1, 2023 and 13,119 Ordinary Shares on September 1, 2023. |
(3) | The exercise price was converted from GBP0.001, being the nominal value of an ordinary share, based on an exchange rate of $U.S. 1.21721 to GBP1.00. The actual exercise price will be the pounds sterling amount. |
(4) | Exercisable as to 35,112 Ordinary Shares on September 1, 2020 and will be exercisable as to the remainder in annual installments of 35,112 Ordinary Shares on the first of each September from September 1, 2021 through September 1, 2023. |
(5) | The expiration date of each annual installment of ordinary shares is March 15 of the calendar year following the year in which that installment becomes exercisable. |