0001640334-24-000332.txt : 20240301
0001640334-24-000332.hdr.sgml : 20240301
20240301191037
ACCESSION NUMBER: 0001640334-24-000332
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240228
FILED AS OF DATE: 20240301
DATE AS OF CHANGE: 20240301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gorgas Gregory D.
CENTRAL INDEX KEY: 0001526251
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38951
FILM NUMBER: 24712292
MAIL ADDRESS:
STREET 1: 888 PROSPECT
STREET 2: SUITE 210
CITY: LA JOLLA
STATE: CA
ZIP: 92037
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ARTELO BIOSCIENCES, INC.
CENTRAL INDEX KEY: 0001621221
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 331220924
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 505 LOMAS SANTA FE, SUITE 160
CITY: SOLANA BEACH
STATE: CA
ZIP: 92075
BUSINESS PHONE: 858-925-7049
MAIL ADDRESS:
STREET 1: 505 LOMAS SANTA FE, SUITE 160
CITY: SOLANA BEACH
STATE: CA
ZIP: 92075
FORMER COMPANY:
FORMER CONFORMED NAME: REACTIVE MEDICAL INC.
DATE OF NAME CHANGE: 20170207
FORMER COMPANY:
FORMER CONFORMED NAME: KNIGHT KNOX DEVELOPMENT CORP.
DATE OF NAME CHANGE: 20141001
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0508
4
2024-02-28
0
0001621221
ARTELO BIOSCIENCES, INC.
ARTL
0001526251
Gorgas Gregory D.
505 LOMAS SANTA FE, SUITE 160
SOLANA BEACH
CA
92075
1
1
0
0
Pres, CEO, CFO, Treas & Sec
0
Stock Option (right to buy)
29.85
2024-02-28
4
D
0
5000
D
2023-08-29
2029-08-29
Common Stock
5000
0
D
Stock Option (right to buy)
39.9
2024-02-28
4
D
0
55634
D
2023-02-12
2031-02-12
Common Stock
55634
0
D
Stock Option (right to buy)
22.8
2024-02-28
4
D
0
38340
D
2031-03-05
Common Stock
38340
0
D
Stock Option (right to buy)
9.45
2024-02-28
4
D
0
90334
D
2031-12-03
Common Stock
90334
0
D
Stock Option (right to buy)
3.15
2024-02-28
4
D
0
85000
D
2033-02-01
Common Stock
85000
0
D
Stock Option (right to buy)
1.55
2024-02-28
4
A
0
5000
A
2029-08-29
Common Stock
5000
5000
D
Stock Option (right to buy)
1.55
2024-02-28
4
A
0
55634
A
2031-02-12
Common Stock
55634
55634
D
Stock Option (right to buy)
1.55
2024-02-28
4
A
0
38340
A
2031-03-05
Common Stock
38340
38340
D
Stock Option (right to buy)
1.55
2024-02-28
4
A
0
90334
A
2031-12-03
Common Stock
90334
90334
D
Stock Option (right to buy)
1.55
2024-02-28
4
A
0
85000
A
2033-02-01
Common Stock
85000
85000
D
This option was granted on August 29, 2019 and was previously reported as covering 75,000 shares at an exercise price of $1.99 per share, but was adjusted to reflect a 1-for-15 reverse stock split that occurred on August 10, 2022.
The Reporting Person agreed to certain amendments of their outstanding stock option pursuant to the terms of a repricing and revesting offer approved by the Issuer's Compensation Committee of the Board of Directors (the "Offer") relating to a one-time offer by the Issuer to reprice and adjust the vesting of certain Eligible Options (as defined in the Offer).
This option was granted on February 12, 2021 and was previously reported as covering 834,500 shares at an exercise price of $2.66 per share, but was adjusted to reflect a 1-for-15 reverse stock split that occurred on August 10, 2022.
This option was granted on March 5, 2021 and was previously reported as covering 575,100 shares at an exercise price of $1.52 per share, but was adjusted to reflect a 1-for-15 reverse stock split that occurred on August 10, 2022.
Subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2018 Equity Incentive Plan (the "Plan")) through each such applicable vesting date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month), such that the option shall be fully vested on the four (4) year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean March 5, 2021.
This option was granted on December 3, 2021 and was previously reported as covering 1,355,000 shares at an exercise price of $0.63 per share, but was adjusted to reflect a 1-for-15 reverse stock split that occurred on August 10, 2022.
Subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's Plan) through each such applicable vesting date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month), such that the option shall be fully vested on the four (4) year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean December 3, 2021.
Subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's Plan) through each such applicable vesting date, twenty five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the Vesting Commencement Date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month), such that the option shall be fully vested on the four (4) year anniversary of the Vesting Commencement Date. "Vesting Commencement Date" shall mean February 1, 2023.
Pursuant to the Offer, and subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's Plan) through each such applicable vesting date, one third (1/3rd) of the shares subject to the option shall vest on the first anniversary of the Amendment Date, and one thirty-sixth (1/36th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the Amendment Date (or, if there is no such day, the last day of the month). "Amendment Date" shall mean February 28, 2024.
/s/ Gregory D. Gorgas
2024-03-01