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Form 4 Citius Pharmaceuticals, For: Oct 04 Filed by: Kane William

October 6, 2022 4:11 PM EDT
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Kane William

(Last) (First) (Middle)
C/O CITIUS PHARMACEUTICALS, INC.
11 COMMERCE DRIVE, 1ST FLOOR

(Street)
CRANFORD NJ 07016

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Citius Pharmaceuticals, Inc. [ CTXR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/04/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options to Purchase Common Stock (1) $ 1.25 10/04/2022   A   75,000     (1) 10/04/2032 Common Stock 75,000 $ 0 75,000 D  
Options to Purchase Common Stock (2) $ 2.04               (2) 10/11/2031 Common Stock 75,000   75,000 D  
Options to Purchase Common Stock (3) $ 2               (3) 07/22/2031 Common Stock 15,000   15,000 D  
Options to Purchase Common Stock (4) $ 1.69               (4) 02/16/2031 Common Stock 25,000   25,000 D  
Options to Purchase Common Stock (5) $ 1.01               (5) 10/06/2030 Common Stock 35,000   35,000 D  
Options to Purchase Common Stock (6) $ 1.39               (6) 07/07/2030 Common Stock 25,000   25,000 D  
Options to Purchase Common Stock (7) $ 0.67               (7) 10/08/2029 Common Stock 25,000   25,000 D  
Options to Purchase Common Stock (8) $ 1.62               (8) 09/04/2028 Common Stock 15,000   15,000 D  
Options to Purchase Common Stock (9) $ 3.45               (9) 09/13/2027 Common Stock 10,000   10,000 D  
Options to Purchase Common Stock (10) $ 0.015               (10) 03/28/2024 Common Stock 12,071   12,071 D  
Options to Purchase Common Stock (11) $ 12               (11) 06/23/2026 Common Stock 13,334   13,334 D  
Explanation of Responses:
1. The options were granted on October 4, 2022. The options will vest 100% on the one-year anniversary of the Vesting Commencement Date, provided that the Optionee provides Continuous Service to the Company as of the vesting date.
2. The options were granted on October 11, 2021. The options will vest 100% on the one-year anniversary of the Vesting Commencement Date, provided that the Optionee provides Continuous Service to the Company as of the vesting date.
3. The options vested in full on July 22, 2022.
4. The options vested in full on February 16, 2022.
5. The options vested in full on October 6, 2021.
6. The options vested in full on July 7, 2021.
7. The options vested in full on October 8, 2020.
8. The options vested in full on September 4, 2019.
9. The options vested in full on September 13, 2018.
10. The options vested in 1/3 increments over a three-year period with the first installment vesting on March 28, 2015.
11. The options vested in full on the first anniversary of the date of grant.
/s/ Alexander M. Donaldson, by power of attorney 10/06/2022
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.


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