FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/11/2016 |
3. Issuer Name and Ticker or Trading Symbol
Diffusion Pharmaceuticals Inc. [ DFFN ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 28,334 | D | |
Common Stock | 11,905 | I | By Spouse(1) |
Common Stock | 154,763 | I | By Trusts(1)(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option (Right to Buy) | (3) | 01/06/2024 | Common Stock | 1,745 | 30 | D | |
Stock Option (Right to Buy) | (4) | 07/23/2024 | Common Stock | 8,745 | 39.2 | D | |
Warrant (Right to Buy) | (5) | 08/20/2017 | Common Stock | 5,000 | 380 | D | |
Warrant (Right to Buy) | (5) | 10/21/2018 | Common Stock | 7,500 | 48 | D |
Explanation of Responses: |
1. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. |
2. Includes 11,905 shares owned by the River Charitable Remainder Unitrust f/b/o Isaac Blech, 71,429 shares owned by the West Charitable Remainder Trust and 71,429 shares owned by the Liberty Charitable Remainder Trust f/b/o Isaac Blech. |
3. The option was originally granted on January 7, 2014 and vested in full in accordance with the terms of the underlying option award agreement upon the completion of the Issuer's merger with Diffusion Pharmaceuticals LLC on January 8, 2016. |
4. The option was originally granted on July 24, 2014 and vested in full in accordance with the terms of the underlying option award agreement upon the completion of the Issuer's merger with Diffusion Pharmaceuticals LLC on January 8, 2016. |
5. Warrant is currently exercisable. |
/s/ Isaac Blech | 08/30/2016 | |
** 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 5 (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 Number. |