0001104659-15-070682.txt : 20151014 0001104659-15-070682.hdr.sgml : 20151014 20151014174606 ACCESSION NUMBER: 0001104659-15-070682 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151014 FILED AS OF DATE: 20151014 DATE AS OF CHANGE: 20151014 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Cerecor Inc. CENTRAL INDEX KEY: 0001534120 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 450705648 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 400 E. PRATT ST. STREET 2: SUITE 606 CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-522-8707 MAIL ADDRESS: STREET 1: 400 E. PRATT ST. STREET 2: SUITE 606 CITY: BALTIMORE STATE: MD ZIP: 21202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BLECH ISAAC CENTRAL INDEX KEY: 0000905536 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37590 FILM NUMBER: 151158807 3 1 a3.xml 3 X0206 3 2015-10-14 0 0001534120 Cerecor Inc. CERC 0000905536 BLECH ISAAC 400 E. PRATT STREET, SUITE 606 BALTIMORE MD 21202 1 0 1 0 Common Stock 197500 D Stock Option (Right to Buy) 8.68 2022-01-31 Common Stock 53571 D Stock Option (Right to Buy) 10.08 2014-05-13 2024-04-30 Common Stock 10714 D Series A Convertible Preferred Stock Common Stock 5952 D Series A Convertible Preferred Stock Common Stock 182030 I By Daniel Blech Trust DTD 8/3/2005 Warrant (Right to Buy) 28.00 2012-03-30 2017-03-30 Common Stock 1190 D Warrant (Right to Buy) 28.00 2012-03-30 2017-03-30 Common Stock 36406 I By Daniel Blech Trust DTD 8/3/2005 The Stock Option vested in equal one-third increments on February 23, 2013, 2014 and 2015. The shares of Series A Convertible Preferred Stock (the "Series A Shares") will convert automatically into Common Stock, on a 1-for-0.04464 basis, immediately prior to the closing of the Issuer's initial public offering, and have no expiration date. Reflects the conversion of the Series A Shares into shares of Common Stock. The reporting person disclaims beneficial ownership of the securities held by the Daniel Blech Trust DTD 8/3/2005 except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose. Exhibit 24 - Power of Attorney /s/ Mariam E. Morris by Power of Attorney 2015-10-14 EX-24 2 ex-24.htm EX-24

Exhibit 24

 

LIMITED POWER OF ATTORNEY

FOR SECTION 16 REPORTING OBLIGATIONS

 

Know all by these presents, that the undersigned hereby constitutes and appoints each of Blake M. Paterson, Chief Executive Officer and President of Cerecor Inc. (the “Company”), and Mariam E. Morris, Interim Chief Financial Officer of the Company, or either of them acting singly and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 

1.                                      execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director and/or beneficial owner of more than 10% of the outstanding equity securities of the Company, Forms 3, 4 and 5 (and any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules thereunder;

 

2.                                      do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the “SEC”) and any securities exchange or similar authority, including without limitation the filing of a Form ID or any other documents necessary or appropriate to enable the undersigned to file the Forms 3, 4 and 5 electronically with the SEC; and

 

3.                                      take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by or for, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request and on the behalf of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with, or any liability for the failure to comply with, any provision of Section 16 of the Exchange Act.

 

This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 or 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to each of the foregoing attorneys-in-fact.

 

[SIGNATURE PAGE FOLLOWS]

 


 

IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of this 30th day of July, 2015.

 

 

Signed and acknowledged:

 

 

 

 

 

/s/ Isaac Blech

 

Name: Isaac Blech

 

[Signature Page to Limited Power of Attorney]