0001493152-20-013399.txt : 20200715 0001493152-20-013399.hdr.sgml : 20200715 20200715211405 ACCESSION NUMBER: 0001493152-20-013399 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: Lippa Arnold CENTRAL INDEX KEY: 0001363763 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16467 FILM NUMBER: 201030566 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 0001363763 Lippa Arnold C/O RESPIRERX PHARMACEUTICALS INC. 126 VALLEY ROAD, SUITE C GLEN ROCK NJ 07452 1 1 0 0 Exec. Chairman, CEO & CSO Series H Preferred Stock 0.0064 2020-07-13 4 J 0 600 A 2020-07-13 2023-09-30 Conversion Units 93750000 600 D Series H Preferred Stock 0.0064 2020-07-13 4 G 0 600 0 D 2020-07-13 2023-09-30 Conversion Units 93750000 0 D Series H Preferred Stock 0.0064 2020-07-13 4 G 0 600 0 A 2020-07-13 2023-09-30 Conversion Units 93750000 0 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, Dr. Lippa 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 $600,000. On July 13, 2020, the Company issued to Dr. Lippa 600 shares of the Company's Series H 2% Voting, Non-Participating, Convertible Preferred Stock ("Series H Preferred Stock") in exchange for the forgiveness of $600,000 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). The disposition or acquisition, as applicable, reflects an estate planning transaction. Dr. Lippa gifted these securities into a family trust for the benefit of his spouse, daughter and grandchildren. Dr. Lippa is not the trustee, does not exercise voting or investment control over shares held in the trust, and disclaims beneficial ownership of the shares of Series H Preferred Stock owned by the trust, except to the extent of his pecuniary interest therein. /s/ Arnold Lippa 2020-07-15