- Statement of Changes in Beneficial Ownership (4)
26 June 2010 - 11:14AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
ESBER HENRY JEMIL
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2. Issuer Name
and
Ticker or Trading Symbol
NEXMED INC
[
NEXM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
EVP Pre-Clinical Business Dev.
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(Last)
(First)
(Middle)
C/O NEXMED, INC., 6330 NANCY RIDGE DRIVE, SUITE 103
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/21/2010
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(Street)
SAN DIEGO, CA 92121
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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6/21/2010
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A
(1)
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233752
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A
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$2.52
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381870
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D
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Common Stock
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6/21/2010
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A
(2)
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119873
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A
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$2.52
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192412
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I
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By wife
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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Pursuant to the terms of the promissory note in the principal amount of $1,351,042.88 (the "Note") issued by the Issuer under
the Agreement and Plan of Merger, dated as of November 20, 2009, by and among the Issuer, BQ Acquisition Corp., a Delaware
corporation and wholly-owned subsidiary of the Issuer, Bio-Quant, Inc., a Utah corporation, and certain other parties listed
therein (the "Merger Agreement"), the Issuer has elected to repay a portion of the principal and accrued interest
outstanding under the Note through the issuance of 233,752 shares of the Issuer's Common Stock, par value $0.001 per share,
as permitted and on the terms set forth in the Note.
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(
2)
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Pursuant to the terms of the promissory note in the principal amount of $692,842.50 (the "Note") issued by the Issuer under
the Merger Agreement, the Issuer has elected to repay a portion of the principal and accrued interest outstanding under the
Note through the issuance of 119,873 shares of the Issuer's Common Stock, par value $0.001 per share, as permitted and on
the terms set forth in the Note.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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ESBER HENRY JEMIL
C/O NEXMED, INC.
6330 NANCY RIDGE DRIVE, SUITE 103
SAN DIEGO, CA 92121
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X
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EVP Pre-Clinical Business Dev.
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Signatures
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/s/ Mark Westgate, by power of attorney for Henry J. Esber
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6/25/2010
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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