0001415889-15-003709.txt : 20151113 0001415889-15-003709.hdr.sgml : 20151113 20151113170746 ACCESSION NUMBER: 0001415889-15-003709 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151111 FILED AS OF DATE: 20151113 DATE AS OF CHANGE: 20151113 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VistaGen Therapeutics, Inc. CENTRAL INDEX KEY: 0001411685 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 205093315 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 343 ALLERTON AVENUE CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-244-9990 MAIL ADDRESS: STREET 1: 343 ALLERTON AVENUE CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 FORMER COMPANY: FORMER CONFORMED NAME: Excaliber Enterprises, Ltd. DATE OF NAME CHANGE: 20070906 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Underdown Brian J. CENTRAL INDEX KEY: 0001526335 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-54014 FILM NUMBER: 151230084 MAIL ADDRESS: STREET 1: C/O LUMIRA CAPITAL INVESTMENT MANAGEMENT STREET 2: 141 ADELAIDE ST. WEST, SUITE 770 CITY: TORONTO ONTARIO CANADA M5H 3L5 STATE: A6 ZIP: 00000 4 1 form4-11132015_021138.xml X0306 4 2015-11-11 0001411685 VistaGen Therapeutics, Inc. VSTA 0001526335 Underdown Brian J. C/O VISTAGEN THERAPEUTICS, INC. 343 ALLERTON AVENUE SOUTH SAN FRANCISCO CA 94080 true false false false Warrant for Common Stock 10 2015-11-11 4 D 0 2500 0 D 2012-02-13 2016-02-13 Common Stock 2500 0 D Warrant for Common Stock 7 2015-11-11 4 A 0 2500 0 A 2012-02-13 2019-03-19 Common Stock 2500 2500 D Warrant for Common Stock 12.8 2015-11-11 4 D 0 7500 0 D 2015-04-01 2023-03-03 Common Stock 7500 0 D Warrant for Common Stock 7 2015-11-11 4 A 0 7500 0 A 2015-04-01 2023-03-03 Common Stock 7500 7500 D Warrant for Common Stock 10 2015-11-11 4 D 0 2500 0 D 2019-03-19 Common Stock 2500 0 D Warrant for Common Stock 7 2015-11-11 4 A 0 2500 0 A 2019-03-19 Common Stock 2500 2500 D Warrant for Common Stock 10 2015-11-11 4 D 0 20000 0 D 2015-01-11 2020-01-11 Common Stock 20000 0 D Warrant for Common Stock 7 2015-11-11 4 A 0 20000 0 A 2015-01-11 2020-01-11 Common Stock 20000 20000 D Warrant for Common Stock 9.25 2015-11-11 4 D 0 50000 0 D 2015-09-02 2020-09-02 Common Stock 50000 0 D Warrant for Common Stock 7 2015-11-11 4 A 0 50000 0 A 2015-09-02 2020-09-02 Common Stock 50000 50000 D The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant and the grant of a replacement warrant. The warrant was originally granted on February 13, 2012. The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant and the grant of a replacement warrant. The warrant was originally granted on March 3, 2013. The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant and the grant of a replacement warrant. The warrant was originally granted on March 19, 2014. Subject to the Reporting Person's continuous service, and as incentive to continue service as an independent Director and build shareholder value, the Warrant will vest according to the following schedule: 50% of the total number of shares on April 1, 2014 (the "Vesting Start Date"); 25% of the total number of shares on the one year anniversary of the Vesting Start Date; and 25% of the total number of shares on the two year anniversary of the Vesting Start Date; provided, however, that the Warrant shall vest in full upon a change in control of the Company, or upon the consummation by the Company and a third-party of a license or sale transaction involving at least one (1) new drug rescue variant developed by the Company. The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant and the grant of a replacement warrant. The warrant was originally granted on January 11, 2015. The two reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant and the grant of a replacement warrant. The warrant was originally granted on September 2, 2015. /s/ Jerrold D. Dotson, Attorney-in-Fact 2015-11-13