Initial Statement of Beneficial Ownership (3)
July 25 2022 - 9:25AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0104
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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
*
ROSENWALD LINDSAY A MD |
2. Date of Event Requiring Statement (MM/DD/YYYY)
11/26/2021
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3. Issuer Name and Ticker or Trading Symbol
Journey Medical Corp [DERM]
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(Last)
(First)
(Middle)
C/O JOURNEY MEDICAL CORPORATION,, 9237 E VIA DE VENTURA BLVD., SUITE 105 |
4. 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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(Street)
SCOTTSDALE, AZ 85258
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 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 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, par value $0.0001 per share | 176470 | I | See footnote (1) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: 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 |
| Common Stock Warrant (2) | 12/15/2017 | 7/15/2035 | Common Stock | 500000 | $0.596 | D | |
| Explanation of Responses: |
| (1) | The shares are held by a limited liability company over which the reporting person, as managing member, is deemed to have voting and investment power. |
| (2) | The reporting person holds a warrant with the right to purchase 500,000 shares of common stock, par value $0.0001 per share, of the Issuer. These warrants were granted to Dr. Rosenwald from Fortress Biotech, Inc. pursuant to the Amended and Restated Common Stock Warrant, dated December 12, 2017. |
Remarks:
This Form 3 is being filed late due to an inadvertent administrative error. Exhibit 24 - Power of Attorney. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
ROSENWALD LINDSAY A MD
C/O JOURNEY MEDICAL CORPORATION,
9237 E VIA DE VENTURA BLVD., SUITE 105
SCOTTSDALE, AZ 85258 | X |
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Signatures
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| /s/ Ramsey Alloush, attorney-in-fact | | 7/25/2022 |
| **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 control number. |
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