0001493152-18-005445.txt : 20180418 0001493152-18-005445.hdr.sgml : 20180418 20180418214038 ACCESSION NUMBER: 0001493152-18-005445 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180416 FILED AS OF DATE: 20180418 DATE AS OF CHANGE: 20180418 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Williams Donald Allen CENTRAL INDEX KEY: 0001620013 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13789 FILM NUMBER: 18762390 MAIL ADDRESS: STREET 1: C/O PRYOR CASHMAN LLP STREET 2: 7 TIMES SQUARE CITY: NEW YORK STATE: NY ZIP: 10036 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Marina Biotech, Inc. CENTRAL INDEX KEY: 0000737207 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 112658569 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 17870 CASTLETON STREET STREET 2: SUITE 250 CITY: CITY OF INDUSTRY STATE: CA ZIP: 91748 BUSINESS PHONE: 4259083600 MAIL ADDRESS: STREET 1: 17870 CASTLETON STREET STREET 2: SUITE 250 CITY: CITY OF INDUSTRY STATE: CA ZIP: 91748 FORMER COMPANY: FORMER CONFORMED NAME: MDRNA, Inc. DATE OF NAME CHANGE: 20080610 FORMER COMPANY: FORMER CONFORMED NAME: NASTECH PHARMACEUTICAL CO INC DATE OF NAME CHANGE: 19920703 4 1 form4.xml X0306 4 2018-04-16 0 0000737207 Marina Biotech, Inc. MRNA 0001620013 Williams Donald Allen C/O MARINA BIOTECH, INC. 17870 CASTLETON STREET, SUITE 250 CITY OF INDUSTRY CA 91748 1 0 0 0 Series E Convertible Preferred Stock 0.50 2018-04-16 4 A 0 18 5000 A 2018-04-16 common stock 180000 18 D Warrants to Purchase Common Stock 0.55 2018-04-16 4 A 0 135000 0.00 A 2018-04-16 common stock 135000 135000 D In connection with the closing of the issuer's private placement of shares of its Series E Convertible Preferred Stock and warrants to purchase shares of its common stock (the "Offering"), which occurred on April 16, 2018, the issuer and the reporting person agreed that the issuer would satisfy all accrued and unpaid fees owed by the issuer to the reporting person for services as a member of the issuer's Board of Directors prior to January 1, 2018 by the issuance by the issuer to the reporting person of 18 shares of Series E Preferred Stock and warrants to purchase 135,000 shares of common stock. Each outstanding share of Series E Preferred Stock shall be converted into common stock on the earliest to occur of: (i) any date more than 30 trading days after the closing of the Offering that the closing price of the common stock on each of the 30 days immediately prior to such conversion exceeds $5.00; (ii) the three year anniversary of the closing of the Offering; and (iii) the date on which the holders of a majority of the outstanding shares of Series E Preferred Stock elect to convert all of the outstanding shares of Series E Preferred Stock. The warrants expire on the five year anniversary of the closing of the Offering. /s/ Donald A. Williams 2018-04-18