Filing Details
- Accession Number:
- 0001104659-24-085375
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-08-02 16:15:50
- Reporting Period:
- 2024-07-31
- Accepted Time:
- 2024-08-02 16:15:50
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1374339 | Promis Neurosciences Inc. | PMN | Pharmaceutical Preparations (2834) | 000000000 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
2005531 | Promis 19 Title | C/O Trove, 40 Broad Street Boston MA 02109 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Shares, No Par Value | Acquisiton | 2024-07-31 | 465,116 | $0.00 | 1,575,629 | No | 4 | P | Direct | |
Common Shares, No Par Value | Acquisiton | 2024-07-31 | 500,000 | $0.00 | 2,075,629 | No | 4 | C | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Direct | |
No | 4 | C | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Shares | Tranche A Common Share Purchase Warrants | Acquisiton | 2024-07-31 | 465,116 | $0.00 | 465,116 | $0.00 |
Common Shares | Tranche B Common Share Purchase Warrants | Acquisiton | 2024-07-31 | 465,116 | $0.00 | 465,116 | $0.00 |
Common Shares | Tranche C Common Share Purchase Warrants | Acquisiton | 2024-07-31 | 465,116 | $0.00 | 465,116 | $0.00 |
Common Shares | Series 2 Preferred Shares, no par value | Disposition | 2024-07-31 | 500,000 | $0.00 | 500,000 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
465,116 | No | 4 | P | Direct | ||
465,116 | No | 4 | P | Direct | ||
465,116 | No | 4 | P | Direct | ||
0 | No | 4 | C | Direct |
Footnotes
- On July 31, 2024, Title 19 Promis acquired 465,116 units, each consisting of (a) one Common Share, (b) one Tranche A Common Share purchase warrant, (c) one Tranche B Common Share purchase warrant and (iv) one Tranche C Common Share purchase warrant, in a private placement the ("Offering") conducted by the Issuer. The purchase price for each Unit was $2.15 per Unit.
- The Series 2 Preferred Shares involuntarily converted into Common Shares at a 1:1 ratio upon the closing of the Offering, which was a cumulative qualified equity financing in excess of $14 million.
- Consists of 465,116 Tranche A purchase warrants, each exercisable to purchase one Common Share at an exercise price of $2.02 per warrant share. These warrants are immediately exercisable beginning on the date that such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market LLC (or any successor entity) from the shareholders of the Issuer with respect to the issuance of the Tranche A purchase warrants and the Common Shares upon the exercise thereof is received and deemed effective under Ontario law. These warrants expire on the earlier of (i) 18 months and (ii) within 60 days of the public announcement via press release or the filing of a Current Report on Form 8-K of 6-month data from the cohorts treated with single ascending doses of PMN310.
- Consists of 465,116 Tranche B purchase warrants, each exercisable to purchase one Common Share at an exercise price of $2.02 per warrant share. These warrants are immediately exercisable beginning on the date that such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market LLC (or any successor entity) from the shareholders of the Issuer with respect to the issuance of the Tranche B purchase warrants and the Common Shares upon the exercise thereof is received and deemed effective under Ontario law. These warrants expire on the earlier of (i) 30 months and (ii) within 60 days of the public announcement via press release or the filing of a Current Report on Form 8-K of 12-month data from the cohorts treated with single ascending doses of PMN310.
- Consists of 465,116 Tranche C purchase warrants, each exercisable to purchase one Common Share at an exercise price of $2.50 per warrant share. These warrants are currently exercisable and expire on July 31, 2029.