4//SEC Filing
Facchini Peter J. 4
Accession 0001493152-21-025625
CIK 0000890821other
Filed
Oct 14, 8:00 PM ET
Accepted
Oct 15, 7:12 PM ET
Size
18.6 KB
Accession
0001493152-21-025625
Insider Transaction Report
Form 4
Facchini Peter J.
CHIEF INNOVATION OFFICER
Transactions
- Award
Common Stock
2021-09-16+85,056→ 85,056 total - Award
Common Warrants
2021-09-16+531,602→ 531,602 total(indirect: See footnote)Exercise: $0.94From: 2021-09-16Exp: 2025-05-26→ Common Stock (531,602 underlying) - Award
Stock Options
2021-09-16+99,675→ 99,675 totalExercise: $1.88From: 2021-09-16Exp: 2026-04-05→ Common Stock (99,675 underlying) - Award
Common Warrants
2021-09-16+79,740→ 79,740 totalExercise: $0.94From: 2021-09-16Exp: 2025-05-26→ Common Stock (79,740 underlying) - Award
Common Warrants
2021-09-16+2,658→ 2,658 totalExercise: $2.82From: 2021-09-16Exp: 2023-09-16→ Common Stock (2,658 underlying) - Award
Common Stock
2021-09-16+531,602→ 531,602 total(indirect: See footnote)
Footnotes (10)
- [F1]Pursuant to an Amalgamation Agreement, dated May 24, 2021 (the "Amalgamation Agreement"), by and among Enveric Biosciences, Inc. (the "Company"), 1306432 B.C. Unlimited Liability Company (formerly known as 1306432 B.C. Ltd.), ("HoldCo"), 1306436 B.C. Ltd., ("Purchaser"), and MagicMed Industries Inc. ("MagicMed"), upon the completion of the Amalgamation, the shareholders of MagicMed received shares of common stock of the Company equal to the product of 0.2658 (the "Exchange Ratio") multiplied by the number of MagicMed shares held by each such MagicMed shareholder.
- [F10]The Reporting Person held MagicMed warrants immediately prior to the effective time of the Amalgamation to acquire 10,000 shares of common stock of MagicMed with an exercise price of $0.75 per share. At the effective time of the Amalgamation, the Reporting Person is entitled to receive shares of Company common stock upon exercise of the MagicMed warrants.
- [F2]Received in exchange for 320,000 shares of common stock of MagicMed pursuant to the Amalgamation Agreement.
- [F3]Received in exchange for 2,000,000 shares of common stock of MagicMed pursuant to the Amalgamation Agreement.
- [F4]Held indirectly through the Facchini 2020 Family Trust, a trust benefiting (but not controlled by) Dr. Facchini and his family.
- [F5]Pursuant to the Amalgamation Agreement, following the effective time of the Amalgamation, each outstanding MagicMed stock option was converted into an option to purchase the number of Company shares equal to the Exchange Ratio multiplied by the number of MagicMed shares subject to such MagicMed stock option.
- [F6]Received in exchange for options to acquire 375,000 shares of common stock of MagicMed with an exercise price of $0.50 per share in connection with the Amalgamation.
- [F7]Pursuant to the Amalgamation Agreement, following the effective time of the Amalgamation, each holder of an outstanding MagicMed warrant is entitled to receive upon exercise of such MagicMed warrant that number of Company shares which the holder would have been entitled to receive as a result of the Amalgamation if, immediately prior to the Amalgamation, such holder had exercised the MagicMed warrants.
- [F8]The Reporting Person held MagicMed warrants immediately prior to the effective time of the Amalgamation to acquire 300,000 shares of common stock of MagicMed with an exercise price of $0.25 per share. At the effective time of the Amalgamation, the Reporting Person is entitled to receive shares of Company common stock upon exercise of the MagicMed warrants.
- [F9]The Reporting Person held MagicMed warrants immediately prior to the effective time of the Amalgamation to acquire 2,000,000 shares of common stock of MagicMed with an exercise price of $0.25 per share. At the effective time of the Amalgamation, the Reporting Person is entitled to receive shares of Company common stock upon exercise of the MagicMed warrants.
Documents
Issuer
Enveric Biosciences, Inc.
CIK 0000890821
Entity typeother
Related Parties
1- filerCIK 0001883966
Filing Metadata
- Form type
- 4
- Filed
- Oct 14, 8:00 PM ET
- Accepted
- Oct 15, 7:12 PM ET
- Size
- 18.6 KB