Initial Statement of Beneficial Ownership (3)
26 March 2020 - 7:50AM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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MacKay Douglas Jesse |
2. Date of Event Requiring Statement (MM/DD/YYYY)
3/20/2020
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3. Issuer Name and Ticker or Trading Symbol
CV Sciences, Inc. [CVSI]
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(Last)
(First)
(Middle)
10070 BARNES CANYON ROAD |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director _____ 10% Owner
___X___ Officer (give title below) _____ Other (specify below)
Sr VP Scientific/Regulatory / |
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(Street)
SAN DIEGO, CA 92121
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 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 Beneficially Owned
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1.Title of Security
(Instr. 4) | 2. Amount of Securities Beneficially Owned
(Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) | 4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4) | 2. Date Exercisable and Expiration Date
(MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) | 6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Employee Stock Option (right to buy) | (1) | 3/17/2029 | Common Stock | 250000.0 | $4.67 | D | |
| Employee Stock Option (right to buy) | (2) | 3/19/2030 | Common Stock | 400000.0 | $0.33 | D | |
| Explanation of Responses: |
| (1) | The option is durational-based. No option shares are vested on the date of grant and the remaining option shares vest and become exercisable as follows: (i) thirty-three percent (33%) of the option shares vest and become exercisable on the one (1) year anniversary of March 18, 2019, provided, however, that there has not been a termination of service as of such date and (ii) the balance of the option shares will vest and become exercisable in a series of twenty-four (24) successive equal monthly installments measured from the first anniversary of March 18, 2019, provided, however, that there has not been a termination of service as of such date. In no event will the option become exercisable for any additional option shares after a termination of service. |
| (2) | The option is durational-based. 133,333 option shares vested on the grant date, 133,333 option shares vest and become exercisable on April 15, 2020 and the remaining 133,334 option shares vest and become exercisable on July 15, 2020, provided, however, that there has not been a termination of service as of such date. In no event will the option become exercisable for any additional option shares after a termination of service. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
MacKay Douglas Jesse
10070 BARNES CANYON ROAD
SAN DIEGO, CA 92121 |
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| Sr VP Scientific/Regulatory |
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Signatures
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| /s/ Joerg Grasser as Attorney-in-fact for Douglas MacKay | | 3/25/2020 |
| **Signature of Reporting Person | Date |
CV Sciences (QB) (USOTC:CVSI)
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