CervoMed Inc. — Director's Dealing 2016

Jan 12, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: Giles Mark T (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-08	Common Stock	A	44069	—	Acquired	44069	Indirect
2016-01-08	Common Stock	A	6296346	—	Acquired	6296346	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	98621	Acquired	2022-05-17	Common Stock (98621)	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)	$0.62	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)	$0.55	A	365265	Acquired	2025-10-30	Common Stock (365265)	Direct

Footnotes

F1: Received in exchange for 12,065 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: Received in exchange for 1,723,771 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.

F3: Mr. Giles is the managing member of Panda Holdings, LLC and may be deemed to be the beneficial owner of such securities. Mr. Giles disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F4: 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..

F5: In connection with the consummation of 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.

F6: The shares underlying the options vest in equal parts each month until fully vested on the third anniversary of the grant date.

F7: 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.

F8: 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.

F9: 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.