0001493152-20-018818.txt : 20201002
0001493152-20-018818.hdr.sgml : 20201002
20201002154700
ACCESSION NUMBER: 0001493152-20-018818
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200930
FILED AS OF DATE: 20201002
DATE AS OF CHANGE: 20201002
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: 201219800
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
2020-09-30
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
Common Stock
2020-09-30
4
C
0
91871094
A
96151863
I
By Trust
Common Stock
2020-09-30
4
C
0
5017144
A
5142351
I
By Trust
Common Stock
2020-09-30
4
C
0
5017144
A
5142351
I
By Trust
Series H Preferred Stock
0.0064
2020-09-30
4
J
0
150
A
2020-09-30
2023-09-30
Conversion Units
23437500
150
D
Series H Preferred Stock
0.0064
2020-09-30
4
G
0
136
0
D
2020-09-30
2023-09-30
Conversion Units
21250000
14
D
Series H Preferred Stock
0.0064
2020-09-30
4
G
0
136
0
A
2020-09-30
2023-09-30
Conversion Units
21250000
587.975
I
By Trust
Series H Preferred Stock
0.0064
2020-09-30
4
G
0
7
0
D
2020-09-30
2023-09-30
Conversion Units
1093750
7
D
Series H Preferred Stock
0.0064
2020-09-30
4
G
0
7
0
A
2020-09-30
2023-09-30
Conversion Units
1093750
32.110
I
By Trust
Series H Preferred Stock
0.0064
2020-09-30
4
G
0
7
0
D
2020-09-30
2023-09-30
Conversion Units
1093750
0
D
Series H Preferred Stock
0.0064
2020-09-30
4
G
0
7
0
A
2020-09-30
2023-09-30
Conversion Units
1093750
32.110
I
By Trust
Warrants (to purchase Common Stock)
0.007
2020-09-30
4
C
0
91871094
A
2020-09-30
2023-09-30
Common Stock
91871094
91871094
I
By Trust
Warrants (to purchase Common Stock)
0.007
2020-09-30
4
C
0
5017144
A
2020-09-30
2023-09-30
Common Stock
5017144
5017144
I
By Trust
Warrants (to purchase Common Stock)
0.007
2020-09-30
4
C
0
5017144
A
2020-09-30
2023-09-30
Common Stock
5017144
5017144
I
By Trust
On September 30, 2020, each of the trusts into which Mr. Margolis transferred shares of the Company's Series H 2% Voting, Non-Participating, Convertible Preferred Stock ("Series H Preferred") converted all of their outstanding shares of the Series H Preferred into a total of 101,905,382 Conversion Units comprising 101,905,382 shares of the common stock of the Company and 101,905,382 warrants exercisable into 101,905,382 shares of the common stock of the Company.
These securities are held by 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.
These securities are held by a family trust for the benefit of Mr. Margolis's 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.
These securities are held by a family trust for the benefit of Mr. Margolis's 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.
The full designation of this class of preferred stock is "Series H 2% Voting, Non-Participating, Convertible Preferred Stock".
On September 30, 2020, Mr. Margolis agreed to forgive a portion of accrued compensation owing from RespireRx Pharmaceuticals Inc. (the "Company") equal to $150,000, and in exchange, the Company issued to Mr. Margolis 150 shares of Series H Preferred stock, 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.
This reflects the 136 Series H Preferred shares transferred on September 30, 2020, plus 450 Series H Preferred shares previously transferred to the trust on July 13, 2020, plus 1.975 additional dividend shares of Series H Preferred on the 450 Series H Preferred shares held since July 13, 2020.
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.
This reflects the 7 Series H Preferred shares transferred on September 30, 2020, plus 25 Series H Preferred shares previously transferred to the trust on July 13, 2020, plus 0.1097222 additional dividend shares of Series H Preferred on the 25 Series H Preferred shares held since July 13, 2020.
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.
This reflects the 7 Series H Preferred shares transferred on September 30, 2020, plus 25 Series H Preferred shares previously transferred to the trust on July 13, 2020, plus 0.1097222 additional dividend shares of Series H Preferred on the 25 Series H Preferred shares held since July 13, 2020.
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
2020-10-02