0001363763-16-000029.txt : 20160719 0001363763-16-000029.hdr.sgml : 20160719 20160719175219 ACCESSION NUMBER: 0001363763-16-000029 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160715 FILED AS OF DATE: 20160719 DATE AS OF CHANGE: 20160719 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RespireRx Pharmaceuticals Inc. CENTRAL INDEX KEY: 0000849636 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 330303583 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 126 VALLEY ROAD STREET 2: SUITE C CITY: GLEN ROCK STATE: NJ ZIP: 07452 BUSINESS PHONE: (201) 444-4947 MAIL ADDRESS: STREET 1: 126 VALLEY ROAD STREET 2: SUITE C CITY: GLEN ROCK STATE: NJ ZIP: 07452 FORMER COMPANY: FORMER CONFORMED NAME: CORTEX PHARMACEUTICALS INC/DE/ DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Margolis Jeff Eliot CENTRAL INDEX KEY: 0001573202 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16467 FILM NUMBER: 161774242 MAIL ADDRESS: STREET 1: C/O AURORA CAPITAL LLC STREET 2: 17 PARK AVENUE, #201 CITY: NEW YORK STATE: NY ZIP: 10016 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2016-07-15 0 0000849636 RespireRx Pharmaceuticals Inc. RSPI 0001573202 Margolis Jeff Eliot C/O RESPIRERX PHARMACEUTICALS INC. 126 VALLEY ROAD GLEN ROCK NJ 07452 1 1 0 0 VP, Treasurer & Secretary Common Stock 2016-07-15 4 G 0 10134944 0 D 0 D Common Stock 2016-07-15 4 G 0 10000000 0 A 10000000 I By Trust Common Stock 2016-07-15 4 G 0 134944 0 A 134944 I By Trust Common Stock 2016-07-15 4 G 0 5000000 0 D 0 I By Spouse Common Stock 2016-07-15 4 G 0 1000000 0 A 1000000 I By Trust Common Stock 2016-07-15 4 G 0 4000000 0 A 4000000 I By Trust Warrants (right to buy) 0.021 2016-07-15 4 G 0 787363 0 D 2020-09-30 Common Stock 787363 0 D Warrants (right to buy) 0.021 2016-07-15 4 G 0 787363 0 A 2020-09-30 Common Stock 787363 787363 I By Trust Warrants (right to buy) 0.021 2016-07-15 4 G 0 787363 0 D 2020-09-30 Common Stock 787363 0 I By Spouse Warrants (right to buy) 0.021 2016-07-15 4 G 0 787363 0 A 2020-09-30 Common Stock 787363 787363 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0227 2016-07-15 4 G 0 15000000 0 D 2021-03-31 Common Stock 15000000 0 D Common Stock Options (to purchase shares of Common Stock) 0.0227 2016-07-15 4 G 0 13000000 0 A 2021-03-31 Common Stock 13000000 13000000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0227 2016-07-15 4 G 0 2000000 0 A 2021-03-31 Common Stock 2000000 2000000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0227 2016-07-15 4 G 0 9000000 0 D 2021-03-31 Common Stock 9000000 0 I By Spouse Common Stock Options (to purchase shares of Common Stock) 0.0227 2016-07-15 4 G 0 7000000 0 A 2021-03-31 Common Stock 7000000 7000000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0227 2016-07-15 4 G 0 2000000 0 A 2021-03-31 Common Stock 2000000 2000000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0197 2016-07-15 4 G 0 7000000 0 D 2022-08-18 Common Stock 7000000 0 D Common Stock Options (to purchase shares of Common Stock) 0.0197 2016-07-15 4 G 0 4500000 0 A 2022-08-18 Common Stock 4500000 4500000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0197 2016-07-15 4 G 0 2500000 0 A 2022-08-18 Common Stock 2500000 2500000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0197 2016-07-15 4 G 0 3000000 0 D 2022-08-18 Common Stock 3000000 0 I By Spouse Common Stock Options (to purchase shares of Common Stock) 0.0197 2016-07-15 4 G 0 2500000 0 A 2022-08-18 Common Stock 2500000 2500000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.0197 2016-07-15 4 G 0 500000 0 A 2022-08-18 Common Stock 500000 500000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.025 2016-07-15 4 G 0 10000000 0 D 2022-06-30 Common Stock 10000000 0 D Common Stock Options (to purchase shares of Common Stock) 0.025 2016-07-15 4 G 0 8000000 0 A 2022-06-30 Common Stock 8000000 8000000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.025 2016-07-15 4 G 0 2000000 0 A 2022-06-30 Common Stock 2000000 2000000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.025 2016-07-15 4 G 0 5000000 0 D 2022-06-30 Common Stock 5000000 0 I By Spouse Common Stock Options (to purchase shares of Common Stock) 0.025 2016-07-15 4 G 0 4500000 0 A 2022-06-30 Common Stock 4500000 4500000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.025 2016-07-15 4 G 0 500000 0 A 2022-06-30 Common Stock 500000 500000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.05 2016-07-15 4 G 0 1363636 0 D 2019-07-17 Common Stock 1363636 2272727 D Common Stock Options (to purchase shares of Common Stock) 0.05 2016-07-15 4 G 0 1000000 0 A 2019-07-17 Common Stock 1000000 1000000 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.05 2016-07-15 4 G 0 363636 0 A 2019-07-17 Common Stock 363636 363636 I By Trust Common Stock Options (to purchase shares of Common Stock) 0.05 2016-07-15 4 G 0 1363637 0 D 2019-07-17 Common Stock 1363637 0 I By Spouse Common Stock Options (to purchase shares of Common Stock) 0.05 2016-07-15 4 G 0 1363637 0 A 2019-07-17 Common Stock 1363637 1363637 I By Trust All dispositions and acquisitions set forth on this Form 4 reflect estate planning transactions. The securities are held by trusts for the benefit of Mr. Margolis, his spouse, and their children. These securities are held in a trust for the benefit of Mr. Margolis's spouse. Mr. Margolis's spouse is a trustee of the trust. These securities are held in trusts for the benefit of Mr. Margolis's children. Mr. Margolis's spouse is a trustee of these trusts. Mr. Margolis disclaims beneficial ownership of these securities, and the filing of this report is not an admission that Mr. Margolis is the beneficial owner of these securities for purposes of Section 16 or any other purpose. These securities are held in trusts for the benefit of Mr. Margolis's children. Mr. Margolis is a trustee of these trusts. Mr. Margolis disclaims beneficial ownership of these securities, and the filing of this report is not an admission that Mr. Margolis is the beneficial owner of these securities for purposes of Section 16 or any other purpose. These securities are held in a trust for the benefit of Mr. Margolis. Mr. Margolis is a trustee of the trust. These Warrants were acquired by Mr. Margolis and his spouse in his capacity as President of Aurora Capital LLC, which served as placement agent in the Company's unit offering with each unit consisting of one share of common stock and warrants to purchase two additional shares of common stock, and represent his share of the Placement Agent Warrants awarded at each closing of that transaction. The warrants are currently exercisable. These Common Stock Options vest in four equal installments: 25 percent on March 31, 2016 (the grant date), 25 percent on June 30, 2016, 25 percent on September 30, 2016, and 25 percent on December 31, 2016. These Common Stock Options vest in four equal installments: 25 percent on December 31, 2015, 25 percent on March 31, 2016, 25 percent on June 30, 2016, and 25 percent on September 30, 2016. These Common Stock Options vested in three installments: 50 percent on June 30, 2015, 25 percent on September 30, 2015, and 25 percent on December 31, 2015, and are all currently vested and exercisable. These Common Stock Options vested in three equal installments on July 17, 2014, September 30, 2014 and December 31, 2014, and are all currently vested and exercisable. /s/ Jeff E. Margolis 2016-07-19