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