Sukhtian Ghiath M. 4

Accession 0001209191-20-005415

CIK 0001649989other

View on SEC.gov Company Profile

Filed

Jan 28, 7:00 PM ET

Accepted

Jan 29, 5:53 PM ET

Size

42.4 KB

Accession

0001209191-20-005415

Insider Transaction Report

Form 4

Period: 2020-01-27

Outlook Therapeutics, Inc.OTLK

Sukhtian Ghiath M.

Director10% Owner

Transactions

Exercise/Conversion
Common Stock
2020-01-29$0.23/sh+4,657,852$1,080,622→ 21,606,437 total
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27−2,093,750→ 0 total
Exercise: $7.20Exp: 2025-10-31→ Common Stock (2,093,750 underlying)
Award
Warrant (Right to Buy)
2020-01-27+2,093,750→ 2,039,750 total
Exercise: $0.23Exp: 2025-10-31→ Common Stock (2,039,750 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $0.23Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $7.80Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Award
Warrant (Right to Buy)
2020-01-27$1.00/sh+1,282,051$1,282,051→ 1,282,051 total
Exercise: $0.23Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $7.80Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Award
Warrant (Right to Buy)
2020-01-27$1.00/sh+1,282,051$1,282,051→ 1,282,051 total
Exercise: $0.23Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29−2,093,750→ 0 total
Exercise: $0.23Exp: 2025-10-31→ Common Stock (2,093,750 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $0.23Exp: 2026-06-08→ Common Stock (1,282,051 underlying)

GMS Tenshi Holdings Pte. Ltd

DirectorChief Executive Officer10% Owner

Transactions

Disposition to Issuer
Warrant (Right to Buy)
2020-01-27−2,093,750→ 0 total
Exercise: $7.20Exp: 2025-10-31→ Common Stock (2,093,750 underlying)
Award
Warrant (Right to Buy)
2020-01-27$1.00/sh+1,282,051$1,282,051→ 1,282,051 total
Exercise: $0.23Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29−2,093,750→ 0 total
Exercise: $0.23Exp: 2025-10-31→ Common Stock (2,093,750 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $0.23Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $7.80Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $0.23Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Award
Warrant (Right to Buy)
2020-01-27+2,093,750→ 2,039,750 total
Exercise: $0.23Exp: 2025-10-31→ Common Stock (2,039,750 underlying)
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $7.80Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Award
Warrant (Right to Buy)
2020-01-27$1.00/sh+1,282,051$1,282,051→ 1,282,051 total
Exercise: $0.23Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Exercise/Conversion
Common Stock
2020-01-29$0.23/sh+4,657,852$1,080,622→ 21,606,437 total

Pillai Arun Kumar

Director10% Owner

Transactions

Exercise/Conversion
Common Stock
2020-01-29$0.23/sh+4,657,852$1,080,622→ 21,606,437 total
Award
Warrant (Right to Buy)
2020-01-27+2,093,750→ 2,039,750 total
Exercise: $0.23Exp: 2025-10-31→ Common Stock (2,039,750 underlying)
Award
Warrant (Right to Buy)
2020-01-27$1.00/sh+1,282,051$1,282,051→ 1,282,051 total
Exercise: $0.23Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $7.80Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Award
Warrant (Right to Buy)
2020-01-27$1.00/sh+1,282,051$1,282,051→ 1,282,051 total
Exercise: $0.23Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $0.23Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $0.23Exp: 2026-06-08→ Common Stock (1,282,051 underlying)
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27−2,093,750→ 0 total
Exercise: $7.20Exp: 2025-10-31→ Common Stock (2,093,750 underlying)
Disposition to Issuer
Warrant (Right to Buy)
2020-01-27$1.00/sh−1,282,051$1,282,051→ 0 total
Exercise: $7.80Exp: 2026-05-14→ Common Stock (1,282,051 underlying)
Exercise/Conversion
Warrant (Right to Buy)
2020-01-29−2,093,750→ 0 total
Exercise: $0.23Exp: 2025-10-31→ Common Stock (2,093,750 underlying)

Footnotes (8)

[F1]These securities are held of record by BioLexis Pte Ltd. ("BioLexis"). Tenshi Life Sciences Private Limited ("Tenshi"), a private investment vehicle controlled by Arun Kumar Pillai ("Kumar"), and GMS Pharma (Singapore) Pte. Limited ("GMS Pharma"), a private investment company and wholly-owned subsidiary of GMS Holdings, are the 50:50 beneficial owners of BioLexis, in which each of Tenshi and GMS Pharma owns 50% of the outstanding voting shares. Kumar, a natural person, is the holder of a controlling interest in Tenshi. Ghiath M. Sukhtian ("Ghiath Sukhtian"), a natural person, is the holder of a controlling interest in GMS Holdings, which is the holder of a controlling interest in GMS Pharma.
[F2]By virtue of the relationships described above in Footnote 1, Kumar and Ghiath Sukhtian may be deemed to have voting and investment power with respect to the securities held by BioLexis noted above and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Persons disclaim beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. BioLexis has designated four representatives to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
[F3]Reflects the 1:8 reverse stock split effected by the Issuer on March 15, 2019.
[F4]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 was originally issued on October 31, 2017.
[F5]Immediately exercisable.
[F6]This Warrant was issued to BioLexis in consideration of its purchase of Series A Preferred Stock pursuant to that certain Purchase Agreement dated October 31, 2017.
[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 was originally issued on May 14, 2018.
[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 was originally issued on June 8, 2018.

Documents

2 files

Issuer

Outlook Therapeutics, Inc.

CIK 0001649989

→

Entity typeother

Related Parties

filerCIK 0001717441

Filing Metadata

Form type: 4
Filed: Jan 28, 7:00 PM ET
Accepted: Jan 29, 5:53 PM ET
Size: 42.4 KB

View on SEC.gov