Jeffrey V. Poulton - Aug 16, 2023 Form 3 Insider Report for CervoMed Inc. (DFFN)

Role: Director
Signature: /s/ John Alam, M.D., Attorney-in-Fact for Jeffrey V. Poulton
Stock symbol: DFFN
Transactions as of: Aug 16, 2023
Transactions value $: $0
Form type: 3
Date filed: 8/23/2023, 09:48 PM
Previous filing: Aug 7, 2023
Next filing: Sep 15, 2023

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
holding	DFFN	Stock Option (Right to Buy)							Aug 16, 2023	Common Stock	6.91K	$19.81	Direct	F1, F2
holding	DFFN	Stock Option (Right to Buy)							Aug 16, 2023	Common Stock	3.45K	$26.06	Direct	F1, F3
holding	DFFN	Stock Option (Right to Buy)							Aug 16, 2023	Common Stock	2.3K	$34.84	Direct	F1, F4
holding	DFFN	Stock Option (Right to Buy)							Aug 16, 2023	Common Stock	2.3K	$19.46	Direct	F1, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares of common stock of the corporation then known as EIP Pharma, Inc. ("EIP") were converted (after giving effect to the conversion of each share of EIP's preferred stock and EIP's convertible promissory notes into EIP's common stock) into shares of the Issuer pursuant to that certain Agreement and Plan of Merger, dated as of March 30, 2023, by and among the EIP, Dawn Merger Sub, Inc. and the Issuer (formerly known as Diffusion Pharmaceuticals, Inc.) (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, each share of EIP common stock was exchanged for 0.1151 shares of the Issuer's common stock, after giving effect to a reverse split of the Issuer's common stock of 1-for-1.5.
F2	Represents 6,906 stock options granted under the Issuer's 2018 Equity Incentive Plan (the "Plan"). The stock options vest in equal monthly installments over thirty-six (36) months thereafter.
F3	Represents 3,453 stock options granted under the Plan. Twenty-five percent (25%) of the stock options vest on the one-year anniversary of December 16, 2019 with the remaining options vesting in equal monthly installments over thirty-six (36) months thereafter.
F4	Represents 2,302 stock options granted under the Plan. Twenty-five percent (25%) of the stock options vest on the one-year anniversary of March 12, 2021 with the remaining options vesting in equal monthly installments over thirty-six (36) months thereafter.
F5	Represents 2,302 stock options granted under the Plan. Twenty-five percent (25%) of the stock options vest on the one-year anniversary of March 10, 2022 with the remaining options vesting in equal monthly installments over thirty-six (36) months thereafter.