Paolo Cavazza - Jun 30, 2021 Form 4 Insider Report for REGENERX BIOPHARMACEUTICALS INC (RGRX)

Role
10%+ Owner
Signature
/s/ Fabio Poma for Paolo Cavazza by power of attorney
Stock symbol
RGRX
Transactions as of
Jun 30, 2021
Transactions value $
$300,000
Form type
4
Date filed
7/2/2021, 04:16 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RGRX Common Stock Purchase $300K +1.5M $0.20* 1.5M Jun 30, 2021 See Footnote F1, F2, F3, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RGRX Common Stock Warrant (right to buy) Other +1.13M 1.13M Jun 30, 2021 Common Stock 1.13M $0.24 See Footnote F1, F2, F4
transaction RGRX Common Stock Warrant (right to buy) Other +1.13M 1.13M Jun 30, 2021 Common Stock 1.13M $0.28 See Footnote F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This Form 4 is being filed by Paolo Cavazza as a result of his ownership interest in Aptafin S.p.A. ("Aptafin"). Aptafin was not able to timely generate replacement Edgar codes to reflect the transactions disclosed herein. The sole stockholder of Aptafin is Apta Finance SA ("Apta Finance"). Paolo Cavazza owns 99% of the equity interests of Apta Finance. By virtue of his ownership interest in Apta Finance, Paolo Cavazza may be deemed to indirectly beneficially own the securities of the issuer that were purchased by Aptafin pursuant to the Agreement (as defined below).
F2 On June 30, 2021, in a private placement by the issuer, Aptafin S.p.A. ("Aptafin") entered into a purchase agreement (the "Agreement"), pursuant to which it agreed to purchase 1,500,000 shares of the common stock of the issuer and warrants to acquire the issuer's common stock, for an aggregate purchase price of $300,000.
F3 The shares of common stock and warrants were purchased directly by Aptafin. Paolo Cavazza disclaims beneficial ownership of all securities of the issuer held by Aptafin except to the extent of any pecuniary interest therein.
F4 Aptafin received two different warrants in the transaction, one of which is exercisable, in whole or in part, at any time and from time to time, from June 30, 2021 through June 30, 2023, for up to 1,125,000 shares of common stock of the issuer at an exercise price of $0.24 per share, and one of which is exercisable, in whole or in part, at any time and from time to time, from June 30, 2021 through June 30, 2026, for up to 1,125,000 shares of common stock of the issuer at an exercise price of $0.28 per share.
F5 Essetifin S.p.A. ("Essetifin") is the beneficial owner of 51,521,189 shares of the issuer's common stock (including shares of common stock issuable upon conversion of convertible notes and exercise of warrants). Paolo Cavazza has an ownership interest in Essetifin. Dispositive power over the shares of the issuer's common stock owned by Essetifin is shared by Enrico Cavazza, Silvia Cavazza, Francesca Cavazza, Martina Cavazza Preta and Paolo Cavazza. Each of Enrico Cavazza, Silvia Cavazza, Francesca Cavazza, Martina Cavazza Preta and Paolo Cavazza disclaims beneficial ownership of all shares of Common Stock held by Essetifin except to the extent of any pecuniary interest therein.