0001493152-20-013378.txt : 20200715 0001493152-20-013378.hdr.sgml : 20200715 20200715181309 ACCESSION NUMBER: 0001493152-20-013378 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200713 FILED AS OF DATE: 20200715 DATE AS OF CHANGE: 20200715 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: 201030326 MAIL ADDRESS: STREET 1: C/O AURORA CAPITAL LLC STREET 2: 17 PARK AVENUE, #201 CITY: NEW YORK STATE: NY ZIP: 10016 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 4 1 ownership.xml X0306 4 2020-07-13 0 0000849636 RespireRx Pharmaceuticals Inc. RSPI 0001573202 Margolis Jeff Eliot C/O RESPIRERX PHARMACEUTICALS INC. 126 VALLEY ROAD, SUITE C GLEN ROCK NJ 07452 1 1 1 0 SVP, CFO, Secret'y & Treasurer Series H Preferred Stock 0.0064 2020-07-13 4 J 0 500 A 2020-07-13 2023-09-30 Conversion Units 78125000 500 D Series H Preferred Stock 0.0064 2020-07-13 4 G 0 450 0 D 2020-07-13 2023-09-30 Conversion Units 70312500 50 D Series H Preferred Stock 0.0064 2020-07-13 4 G 0 450 0 A 2020-07-13 2023-09-30 Conversion Units 70312500 450 I By Trust Series H Preferred Stock 0.0064 2020-07-13 4 G 0 25 0 D 2020-07-13 2023-09-30 Conversion Units 3906250 25 D Series H Preferred Stock 0.0064 2020-07-13 4 G 0 25 0 A 2020-07-13 2023-09-30 Conversion Units 3906250 25 I By Trust Series H Preferred Stock 0.0064 2020-07-13 4 G 0 25 0 D 2020-07-13 2023-09-30 Conversion Units 3906250 0 D Series H Preferred Stock 0.0064 2020-07-13 4 G 0 25 0 A 2020-07-13 2023-09-30 Conversion Units 3906250 25 I By Trust The full designation of this class of preferred stock is "Series H 2% Voting, Non-Participating, Convertible Preferred Stock." On July 13, 2020, Mr. Margolis agreed to forgive a portion of the accrued but unpaid compensation to which he was entitled pursuant to his employment agreement with RespireRx Pharmaceuticals Inc. (the "Company") equal to $500,000. On July 13, 2020, the Company issued to Mr. Margolis 500 shares of the Company's Series H 2% Voting, Non-Participating, Convertible Preferred Stock in exchange for the forgiveness of $500,000 of accrued and unpaid compensation, which equates to a per share value of $1,000.00 per share. Each Conversion Unit consists of one share of the common stock of the Company, and one warrant exercisable into one share of the common stock of the Company (such warrant having an initial exercise price of $0.007 per share, and terminating on September 30, 2023). These dispositions and acquisitions reflect estate planning transactions. These securities are being contributed to trusts for the benefit of Mr. Margolis' spouse and children, as specified. Mr. Margolis gifted these securities into a family trust for the benefit of Mr. Margolis's spouse. Mr. Margolis's spouse is a trustee of the trust. 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. Mr. Margolis gifted these securities into a family trust for the benefit of his son. Mr. Margolis's spouse is a trustee of the trust. 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. Mr. Margolis gifted these securities into a family trust for the benefit of his daughter. Mr. Margolis's spouse is a trustee of the trust. 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. /s/ Jeff Eliot Margolis 2020-07-15