4//SEC Filing
Bernstein Joel E. 4
Accession 0001209191-10-029677
CIK 0001302554other
Filed
May 20, 8:00 PM ET
Accepted
May 21, 4:09 PM ET
Size
10.2 KB
Accession
0001209191-10-029677
Insider Transaction Report
Form 4
Bernstein Joel E.
DirectorPresident and CEO10% Owner
Transactions
- Purchase
Common Stock
2010-05-19+18,399,271→ 18,399,271 total(indirect: By LLC) - Award
Common Stock Warrants
2010-05-19+8,958,975→ 8,958,975 total(indirect: By LLC)Exercise: $0.39From: 2010-05-18Exp: 2012-11-13→ Common Stock (8,958,975 underlying)
Holdings
- 13,027,133
Common Stock
- 12,709,386(indirect: By Spouse)
Common Stock
Footnotes (3)
- [F1]Reported amount represents 18,399,271 shares of the Company's common stock owned by Pharmaceutical Financial Syndicate, LLC ("PFS"), an entity managed by the reporting person and in which the reporting person holds a 31% interest, and excludes 13,027,133 shares of the Company's common stock directly beneficially owned by the reporting person and 12,709,386 shares of the Company's common stock beneficially owned by the reporting person's spouse. Pursuant to Rule 13d-4, the reporting person disclaims beneficial ownership of all of the shares beneficially owned by his spouse, as well as the 12,695,497 shares beneficially owned by PFS in which the reporting person has no pecuniary interest.
- [F2]On May 19, 2010, PFS purchased 18,399,271 shares of the Company's common stock and warrants to purchase 8,958,975 shares of the Company's common stock for $789,500 in cash and non-recourse promissory notes in the amount of $10,263,500.
- [F3]Reported amount excludes the following securities directly beneficially owned by the reporting person: options to purchase 100,000 shares of the Company's common stock, vesting in five equal installments, initially exercisable on 04/07/2010 and expiring on 04/07/2019. Reported amount represents warrants to purchase 8,958,975 shares of the Company's common stock beneficially owned by PFS. Pursuant to Rule 13d-4, the reporting person disclaims beneficial ownership of the 6,181,693 warrants beneficially owned by PFS in which the reporting person has no pecuniary interest.
Documents
Issuer
Winston Pharmaceuticals, Inc.
CIK 0001302554
Entity typeother
Related Parties
1- filerCIK 0001447384
Filing Metadata
- Form type
- 4
- Filed
- May 20, 8:00 PM ET
- Accepted
- May 21, 4:09 PM ET
- Size
- 10.2 KB