FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Guardion Health Sciences, Inc. [ None ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/29/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 03/31/2018 | J(1) | 2,742,000 | D | $0 | 3,050,000 | D | |||
Common Stock | 03/31/2018 | J(2) | 250,000 | D | $0 | 3,050,000 | D | |||
Common Stock | 03/31/2018 | G(3) | 14,000 | D | $0 | 3,036,000 | D | |||
Common Stock | 03/31/2018 | G(3) | 14,000 | D | $0 | 3,022,000 | D | |||
Common Stock | 03/31/2018 | G(4) | 30,000 | A | $0 | 2,992,000 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
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. Pursuant to the Asset Purchase and Reorganization Agreement by and among the Issuer, the Issuer's wholly owned subsidiary, VectorVision Ocular Health, Inc., and VectorVision, Inc., VectorVision was required to change its name. In conjunction therewith, VectorVision is transfer its shares to its two shareholders, David W. Evans and Tamara Evans. This transfer is merely a change from indirect ownership through VectorVision to direct ownership by Mr. and Mrs. Evans. |
2. Pursuant to the Asset Purchase and Reorganization Agreement by and among the Issuer, the Issuer's wholly owned subsidiary, VectorVision Ocular Health, Inc., and VectorVision, Inc., 250,000 shares are held back until the indemnity period lapses. The shares are represented by a separate certificate. This transfer is merely a change from indirect ownership to direct ownership with the Reporting Persons. |
3. Gift of shares to daughter not living in the Reporting Persons' household. The Reporting Persons disclaim beneficial ownership over these shares. |
4. Gift of shares to father of Reporting Person, David W. Evans, not living in household. The Reporting Persons disclaim beneficial ownership over these shares. |
/Vincent J. Roth, attorney-in-fact for David W. Evans/ | 04/03/2018 | |
/Vincent J. Roth, attorney-in-fact for Tamara Evans/ | 04/03/2018 | |
** 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 4 (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. |