Statement of Changes in Beneficial Ownership (4)
August 04 2021 - 4:04PM
Edgar (US Regulatory)
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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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
FINKELSTEIN J J |
2. Issuer Name and Ticker or Trading Symbol
REGENERX BIOPHARMACEUTICALS INC
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RGRX
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO |
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(Last)
(First)
(Middle)
C/O REGENERX BIOPHARMACEUTICALS, INC., 15245 SHADY GROVE ROAD, SUITE 470 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/2/2021 |
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(Street)
ROCKVILLE, MD 20850
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | | | | | | | | 1712991 | 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. 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 |
| Stock Option (right to buy) | $0.36 | | | | | | | (1) | 6/30/2022 | Common Stock | 500000 | | 500000 | D | |
| Stock Option (right to buy) | $0.64 | | | | | | | (1) | 3/16/2023 | Common Stock | 200000 | | 200000 | D | |
| Stock Option (right to buy) | $0.28 | | | | | | | (1) | 9/1/2027 | Common Stock | 150000 | | 150000 | D | |
| Stock Option (right to buy) | $0.21 | | | | | | | (1) | 7/17/2028 | Common Stock | 250000 | | 250000 | D | |
| Stock Option (right to buy) | $0.21 | | | | | | | (2) | 5/15/2029 | Common Stock | 650000 | | 650000 | D | |
| Stock Option (right to buy) | $0.30 | | | | | | | (3) | 6/10/2030 | Common Stock | 500000 | | 500000 | D | |
| Convertible Promissory Note (right to buy) | $0.12 | | | | | | | 2/27/2019 | 2/27/2024 | Common Stock | 104167 | | $12500.00 | D | |
| Convertible Promissory Note (right to buy) | $0.12 | | | | | | | 5/13/2019 | 5/13/2024 | Common Stock | 104167 | | $12500.00 | D | |
| Convertible Promissory Note (right to buy) | $0.36 | | | | | | | 10/15/2020 | 10/15/2025 | Common Stock | 27840 | | $10000 | D | |
| Common Stock Warrant (right to buy) | $0.18 | | | | | | | 8/27/2019 | 2/27/2024 | Common Stock | 78125 | | 78125 | D | |
| Common Stock Warrant (right to buy) | $0.18 | | | | | | | 11/13/2019 | 5/13/2024 | Common Stock | 78125 | | 78125 | D | |
| Common Stock Warrant (right to buy) | $0.45 | | | | | | | 4/15/2021 | 10/15/2025 | Common Stock | 20880 | | 20880 | D | |
| Series A Common Stock Warrant (right to buy) | $0.24 | | | | | | | 6/30/2021 | 6/30/2023 | Common Stock | 56250 | | 56250 | D | |
| Series B Common Stock Warrant (right to buy) | $0.28 | | | | | | | 6/30/2021 | 6/30/2026 | Common Stock | 56250 | | 56250 | D | |
| Stock Option (right to buy) | $0.28 | 8/2/2021 | | A | | 600000 | | (4) | 8/2/2031 | Common Stock | 600000 | $0 | 600000 | D | |
| Explanation of Responses: |
| (1) | 100% vested. |
| (2) | 162,500 shares vest on each of 5/15/19, 5/15/20, 5/15/21 and 5/15/22. |
| (3) | 125,000 shares vest on each of 6/10/20, 6/10/21, 6/10/22 and 6/10/23. |
| (4) | 150,000 shares vest on each of 8/2/21, 8/2/22, 8/2/23 and 8/2/24. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
FINKELSTEIN J J
C/O REGENERX BIOPHARMACEUTICALS, INC.
15245 SHADY GROVE ROAD, SUITE 470
ROCKVILLE, MD 20850 | X |
| President and CEO |
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Signatures
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| /s/ Andrew Nick as Attorney-in-Fact for J.J. Finkelstein pursuant to Power of Attorney previously filed. | | 8/4/2021 |
| **Signature of Reporting Person | Date |
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