Major Shareholding Notification • Dec 23, 2017
Major Shareholding Notification
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Washington, D.C. 20549
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Instruction 1(b).
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
| 1. Name and Address of Reporting Person OPKO Health, Inc. |
2. Issuer Name and Ticker or Trading Symbol Eloxx Pharmaceuticals, Inc. [SVOND] |
5. Relationship of Reporting Person(s) to Issuer (Check all applicable) ____ Director X |
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|---|---|---|---|---|---|---|---|
| (Last) (First) 4400 Biscayne Blvd. |
(Middle) | 3. Date of Earliest Transaction (Month/Day/Year) 12/19/2017 |
10% Owner _ Officer (give title below)_ Other (specify below) |
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| (Street) Miami FL (City) (State) |
33137 (Zip) |
4. If Amendment, Date 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 |
| 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) |
6. Ownership Form: |
7. Nature of Indirect Beneficial |
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|---|---|---|---|---|---|---|---|---|---|---|
| Code | V | Amount | (A) or (D) |
Price | (Instr. 3 and 4) | Direct (D) or Indirect (I) (Instr. 4) |
Ownership (Instr. 4) |
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| Common Stock | 12/19/2017 | A | 495,126 (1) |
A | (1) | 1,289,818 | D |
Section 16. Form 4 or
| 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 (D) (Instr. 3, 4, and 5) |
Disposed of | 6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Code | V | (A) | (D) | Date Exercisable |
Expiration Date |
Title | Amount or Number of Shares |
(1) On December 19, 2017, the Issuer, Sevion Sub Ltd. ("Acquisition Sub"), and Eloxx Pharmaceuticals Ltd. ("Eloxx"), completed the merger contemplated under that certain Merger Agreement dated May 31, 2017, and pursuant to which Acquisition Sub merged with and into Eloxx, with Eloxx becoming the surviving corporation and a wholly-owned subsidiary of the Issuer. At the effective time of the merger, shares held by existing Eloxx shareholders prior to the Merger was converted, on a pro rata basis, into the right to receive 20,316,656 shares of Issuer common stock, after giving effect to a 1-for-20 reverse stock split that was effected on December 19, 2017.
Adam Logal, Chief Financial Officer 12/21/2017
**Signature of Reporting Person Date
* 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.
Potential persons who are to 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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