0001437749-16-023581.txt : 20160113
0001437749-16-023581.hdr.sgml : 20160113
20160113143516
ACCESSION NUMBER: 0001437749-16-023581
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160108
FILED AS OF DATE: 20160113
DATE AS OF CHANGE: 20160113
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RestorGenex Corp
CENTRAL INDEX KEY: 0001053691
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 300645032
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2150 E. LAKE COOK ROAD, SUITE 750
CITY: BUFFALO GROVE
STATE: IL
ZIP: 60089
BUSINESS PHONE: (847) 777-8092
MAIL ADDRESS:
STREET 1: 2150 E. LAKE COOK ROAD, SUITE 750
CITY: BUFFALO GROVE
STATE: IL
ZIP: 60089
FORMER COMPANY:
FORMER CONFORMED NAME: Stratus Media Group, Inc
DATE OF NAME CHANGE: 20080722
FORMER COMPANY:
FORMER CONFORMED NAME: FERIS INTERNATIONAL, INC.
DATE OF NAME CHANGE: 20080228
FORMER COMPANY:
FORMER CONFORMED NAME: TITAN MOTORCYCLE CO OF AMERICA INC
DATE OF NAME CHANGE: 19980615
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kalergis David G
CENTRAL INDEX KEY: 0001663574
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-24477
FILM NUMBER: 161340655
MAIL ADDRESS:
STREET 1: 2020 AVON COURT
STREET 2: SUITE 4
CITY: CHARLOTTESVILLE
STATE: VA
ZIP: 22902
4
1
rdgdoc.xml
FORM 4
X0306
4
2016-01-08
0001053691
RestorGenex Corp
RESX
0001663574
Kalergis David G
2020 AVON COURT, SUITE 4
CHARLOTTESVILLE
VA
22902
1
1
Chairman and CEO
Common Stock
2016-01-08
4
A
0
1069216
A
1069216
D
Common Stock
2016-01-08
4
A
0
215506
A
215506
I
By Daughter
Stock Option (Right to Buy)
0.22
2016-01-08
4
A
0
295865
0
A
2012-05-17
2022-05-17
Common Stock
295865
295865
D
Stock Option (Right to Buy)
0.22
2016-01-08
4
A
0
91316
0
A
2022-10-09
Common Stock
91316
91316
D
Stock Option (Right to Buy)
0.22
2016-01-08
4
A
0
273949
0
A
2022-10-09
Common Stock
273949
273949
D
Stock Option (Right to Buy)
0.35
2016-01-08
4
A
0
127843
0
A
2023-10-05
Common Stock
127843
127843
D
Stock Option (Right to Buy)
0.62
2016-01-08
4
A
0
182632
0
A
2023-10-05
Common Stock
182632
182632
D
Stock Option (Right to Buy)
0.42
2016-01-08
4
A
0
182632
0
A
2024-12-01
Common Stock
182632
182632
D
Stock Option (Right to Buy)
0.42
2016-01-08
4
A
0
127843
0
A
2024-12-01
Common Stock
127843
127843
D
Stock Option (Right to Buy)
0.55
2016-01-08
4
A
0
365265
0
A
2025-10-30
Common Stock
365265
365265
D
Stock Option (Right to Buy)
0.55
2016-01-08
4
A
0
331595
0
A
2025-10-30
Common Stock
331595
331595
D
Received in exchange for 292,723 units of Diffusion Pharmaceuticals LLC ("Diffusion") in connection with the consummation of the merger (the "Merger") of Diffusion and a wholly-owned subsidiary of the Issuer ("Merger Sub") on January 8, 2016 based upon the exchange rate set forth in the Agreement and Plan of Merger (the "Merger Agreement"), dated December 15, 2015, by and among the Issuer, Diffusion and Merger Sub.
382,517 shares held jointly with Mr. Kalergis' spouse.
Received in exchange for 59,000 units of Diffusion in connection with the consummation of the Merger on January 8, 2016 based upon the exchange rate set forth in the Merger Agreement.
Securities held by Mr. Kalergis' daughter. Mr. Kalergis disclaims beneficial ownership of such securities.
In connection with the consummation of the Merger, an option originally granted on May 17, 2012 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.
Pursuant to the Merger, an option originally granted on October 9, 2012 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.
The shares underlying the options vest in equal parts each month until fully vested on the third anniversary of the grant date.
In connection with the consummation of the Merger, an option originally granted on October 5, 2013 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.
In connection with the consummation of the Merger, an option originally granted on December 1, 2014 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.
In connection with the consummation of the Merger, an option originally granted on October 30, 2015 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.
/s/ Ben Shealy, attorney-in-fact for David G. Kalergis
2016-01-12