CAVAZZA PAOLO 4
4 · REGENERX BIOPHARMACEUTICALS INC · Filed Jan 7, 2011
Insider Transaction Report
Form 4
CAVAZZA PAOLO
10% Owner
Transactions
- Purchase
Common Stock
2011-01-05$0.27/sh+1,296,297$350,000→ 9,711,407 total(indirect: Indirect) - Purchase
Common Stock
2011-01-05$0.27/sh+925,926$250,000→ 12,937,111 total(indirect: Indirect) - Other
Common Stock Warrant (right to buy)
2011-01-05−1→ 0 total(indirect: Indirect)Exercise: $4.06Exp: 2011-03-16→ Common Stock (22,601 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05−1→ 0 total(indirect: Indirect)Exercise: $4.06Exp: 2011-03-16→ Common Stock (256,148 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 1 total(indirect: Indirect)Exercise: $0.38Exp: 2011-12-31→ Common Stock (256,148 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05−1→ 0 total(indirect: Indirect)Exercise: $2.75Exp: 2011-12-21→ Common Stock (333,333 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 2 total(indirect: Indirect)Exercise: $0.38Exp: 2011-12-31→ Common Stock (333,333 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 1 total(indirect: Indirect)Exercise: $0.38From: 2011-07-07Exp: 2016-01-07→ Common Stock (518,519 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 1 total(indirect: Indirect)Exercise: $0.38Exp: 2011-12-31→ Common Stock (22,601 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05−1→ 0 total(indirect: Indirect)Exercise: $2.75Exp: 2011-12-21→ Common Stock (333,333 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 2 total(indirect: Indirect)Exercise: $0.38Exp: 2011-12-31→ Common Stock (333,333 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05−1→ 0 total(indirect: Indirect)Exercise: $1.60Exp: 2010-12-31→ Common Stock (500,000 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 3 total(indirect: Indirect)Exercise: $0.38Exp: 2011-12-31→ Common Stock (500,000 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05−1→ 0 total(indirect: Indirect)Exercise: $1.74Exp: 2011-12-31→ Common Stock (372,552 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 4 total(indirect: Indirect)Exercise: $0.38Exp: 2011-12-31→ Common Stock (372,552 underlying) - Other
Common Stock Warrant (right to buy)
2011-01-05+1→ 1 total(indirect: Indirect)Exercise: $0.38From: 2011-07-07Exp: 2016-01-07→ Common Stock (370,370 underlying)
Holdings
- 984,615(indirect: Indirect)
Common Stock
Footnotes (12)
- [F1]1,219,512 of these shares were acquired by Chaumiere Consultadoria e Servicos SDC Unipessoal L.d.a. ("Chaumiere") on October 8, 2009 pursuant to a purchase agreement dated as of September 30, 2009 with the Issuer that provides that the Issuer, rather than the holder, has all voting rights in respect of the shares through September 30, 2012, and that the holder may not transfer the shares through September 30, 2012 except for transfers to Affiliates (as defined therein). 1,052,631 of these shares were acquired by Chaumiere on April 13, 2009 pursuant to a purchase agreement with the Issuer that provides that the Issuer, rather than the holder, has all voting rights in respect of the shares through April 30, 2012, and that Chaumiere may not transfer the shares through April 30, 2012 except for transfers to Affiliates (as defined therein).
- [F10]The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The warrant became exercisable on December 10, 2008.
- [F11]The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The warrant became exercisable on September 16, 2006.
- [F12]The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The warrant became exercisable on December 21, 2006.
- [F2]1,034,482 of these shares were acquired on December 10, 2008 pursuant to a purchase agreement with the Issuer that provides that the Issuer, rather than Chaumiere, has all voting rights in respect of such shares through December 31, 2011, and that Chaumiere may not transfer such shares through December 31, 2011 except for transfers to Affiliates (as defined therein). On June 29, 2010, Chaumiere merged with and into Sinaf S.A. ("Sinaf"), its direct parent, which is a direct wholly-owned subsidiary of Aptafin S.p.A. ("Aptafin"). Aptafin is owned by Paolo Cavazza and members of his family.
- [F3]Securities directly owned by Sinaf.
- [F4]Securities directly owned by Defiante Farmaceutica S.A. ("Defiante"). Defiante is 58% directly owned by Sigma Tau Finanziaria S.p.A. ("Sigma Tau") and 42% directly owned by Sigma Tau's wholly-owned subsidiary, Sigma Tau International S.A. Paolo Cavazza directly and indirectly owns 38% of Sigma Tau.
- [F5]Securities directly owned by Sigma Tau.
- [F6]The Warrant was issued by the Issuer to the holder in consideration of the holders's purchase of Common Stock.
- [F7]The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The warrant became exercisable on September 16, 2006.
- [F8]The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The warrant became exercisable on December 21, 2006.
- [F9]The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the "old" warrant and the issuance of a replacement warrant. The warrant became exercisable on February 29, 2008.