| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/13/2016 |
3. Issuer Name and Ticker or Trading Symbol
OXIS INTERNATIONAL INC [ OXIS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock | 2,441,148 | D | |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Convertible notes(1) | (2) | 02/15/2016(3) | Common Stock | 3,912,447 | $1.25(4) | D | |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Subject to conversion pursuant to Note Conversion Agreement. |
| 2. At option of holder. |
| 3. Subject to extension under certain conditions. |
| 4. Or 75% of purchase price of next financing if such price under $1.675. |
| Remarks: |
| Holdings reported herein are the collective holdings of Bristol Investment Fund, Ltd. ("BIF") and Bristol Capital, LLC ("BC"). Paul Kessler, a Director of BIF and Manager of BC, has voting and investment control over the securities held by BIF and BC. As of the date of this filing, BIF holds 2,080,347 shares of the Issuer's common stock, and convertible notes subject to conversion under certain conditions pursuant to a Note Conversion Agreement into a maximum of 3,411,947 shares of the Issuer's common stock; BC holds 360,801 shares of the Issuer's common stock, and convertible notes subject to conversion under certain conditions pursuant to a Note Conversion Agreement into a maximum of 500,500 shares of the Issuer's common stock. |
| Bristol Investment Fund Ltd., By: /s/ Paul Kessler, its Director | 01/25/2016 | |
| Bristol Capital LLC, By: /s/ Paul Kessler, its Manager | 01/25/2016 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||