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CervoMed Inc. Director's Dealing 2016

Jan 13, 2016

34364_dirs_2016-01-13_87ced95e-39c9-4706-99a5-512dbec99d55.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RestorGenex Corp (RESX)
CIK: 0001053691
Period of Report: 2016-01-08

Reporting Person: Kalergis David G (Director, Chairman and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-01-08 Common Stock A 1069216 Acquired 1069216 Direct
2016-01-08 Common Stock A 215506 Acquired 215506 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-01-08 Stock Option (Right to Buy) $0.22 A 295865 Acquired 2022-05-17 Common Stock (295865) Direct
2016-01-08 Stock Option (Right to Buy) $0.22 A 91316 Acquired 2022-10-09 Common Stock (91316) Direct
2016-01-08 Stock Option (Right to Buy) $0.22 A 273949 Acquired 2022-10-09 Common Stock (273949) Direct
2016-01-08 Stock Option (Right to Buy) $0.35 A 127843 Acquired 2023-10-05 Common Stock (127843) Direct
2016-01-08 Stock Option (Right to Buy) $0.62 A 182632 Acquired 2023-10-05 Common Stock (182632) Direct
2016-01-08 Stock Option (Right to Buy) $0.42 A 182632 Acquired 2024-12-01 Common Stock (182632) Direct
2016-01-08 Stock Option (Right to Buy) $0.42 A 127843 Acquired 2024-12-01 Common Stock (127843) Direct
2016-01-08 Stock Option (Right to Buy) $0.55 A 365265 Acquired 2025-10-30 Common Stock (365265) Direct
2016-01-08 Stock Option (Right to Buy) $0.55 A 331595 Acquired 2025-10-30 Common Stock (331595) Direct

Footnotes

F1: Received in exchange for 292,723 units of Diffusion Pharmaceuticals LLC ("Diffusion") in connection with the consummation of the merger (the "Merger") of Diffusion and a wholly-owned subsidiary of the Issuer ("Merger Sub") on January 8, 2016 based upon the exchange rate set forth in the Agreement and Plan of Merger (the "Merger Agreement"), dated December 15, 2015, by and among the Issuer, Diffusion and Merger Sub.

F2: 382,517 shares held jointly with Mr. Kalergis' spouse.

F3: Received in exchange for 59,000 units of Diffusion in connection with the consummation of the Merger on January 8, 2016 based upon the exchange rate set forth in the Merger Agreement.

F4: Securities held by Mr. Kalergis' daughter. Mr. Kalergis disclaims beneficial ownership of such securities.

F5: In connection with the consummation of the Merger, an option originally granted on May 17, 2012 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.

F6: Pursuant to the Merger, an option originally granted on October 9, 2012 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.

F7: The shares underlying the options vest in equal parts each month until fully vested on the third anniversary of the grant date.

F8: In connection with the consummation of the Merger, an option originally granted on October 5, 2013 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.

F9: In connection with the consummation of the Merger, an option originally granted on December 1, 2014 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.

F10: In connection with the consummation of the Merger, an option originally granted on October 30, 2015 to purchase membership units in Diffusion was converted into an option to purchase common stock of the Issuer.