Initial Statement of Beneficial Ownership (3)
July 19 2021 - 4:16PM
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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OMB APPROVAL
OMB Number:
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
*
APTAFIN S P A |
2. Date of Event Requiring Statement (MM/DD/YYYY)
6/30/2021
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3. Issuer Name and Ticker or Trading Symbol
REGENERX BIOPHARMACEUTICALS INC [RGRX]
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(Last)
(First)
(Middle)
VIALE SHAKESPEARE 47 |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) ___X___ Other (specify below)
/ Member of 10% owner group |
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(Street)
ROME, L6 00144
(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 | 1500000 (1) | D | |
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 (right to buy) | 6/30/2021 | 6/30/2023 | Common Stock | 1125000 | $0.24 | D (1)(2) | |
| Common Stock Warrant (right to buy) | 6/30/2021 | 6/30/2026 | Common Stock | 1125000 | $0.28 | D (1)(2) | |
| Explanation of Responses: |
| (1) | On June 30, 2021, in a private placement by the issuer, Aptafin S.p.A. ("Aptafin") entered into a purchase agreement, pursuant to which it agreed to purchase 1,500,000 shares of the common stock of the issuer and warrants to acquire the issuer's common stock, for an aggregate purchase price of $300,000. Aptafin is filing this Form 3 as it has now been able to regenerate the necessary Edgar codes. A Form 4 with respect to this transaction was filed by Paolo Cavazza on July 2, 2021. Mr. Cavazza owns 99% of the equity interests of Apta Finance SA, which in turn owns 100% of the equity interests of Aptafin. Mr. Cavazza may be deemed to indirectly beneficially own the securities of the issuer purchased by Aptafin. |
| (2) | Aptafin received two different warrants in the transaction, one of which is exercisable, in whole or in part, at any time and from time to time, from June 30, 2021 through June 30, 2023, for up to 1,125,000 shares of common stock of the issuer at an exercise price of $0.24 per share, and one of which is exercisable, in whole or in part, at any time and from time to time, from June 30, 2021 through June 30, 2026, for up to 1,125,000 shares of common stock of the issuer at an exercise price of $0.28 per share. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
APTAFIN S P A
VIALE SHAKESPEARE 47
ROME, L6 00144 |
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| Member of 10% owner group |
Signatures
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| /s/ Emanuela Belletti, Chief Executive Officer | | 7/19/2021 |
| **Signature of Reporting Person | Date |
RegeneRX Biopharmaceutic... (CE) (USOTC:RGRX)
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