Traws Pharma, Inc. — Director's Dealing 2019

Sep 27, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Onconova Therapeutics, Inc. (ONTX)
CIK: 0001130598
Period of Report: 2019-09-25

Reporting Person: MARINO JAMES J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-09-25	Common Stock	P	7260	$1.60	Acquired	16942	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-09-25	Warrant (right to purchase)	$1.01	H	5000	Disposed		Series A Convertible Preferred Stock (5000)	Direct
2019-09-25	Warrant (right to purchase)	$.1067	P	5000	Acquired	2022-12-31	Series A Convertible Preferred Stock (5000)	Direct
2019-09-25	Warrant (right to purchase)	$.425	H	1472.5	Disposed		Series B Convertible Preferred Stock (1472.5)	Direct
2019-09-25	Warrant (right to purchase)	$.1067	P	1472.5	Acquired	2022-12-31	Series B Convertible Preferred Stock (1472.5)	Direct

Footnotes

F1: These warrants were acquired in a public offering, by Onconova Therapeutics, Inc. (the Company), of units which included one share of common stock and one warrant. The public offering price for each unit was $1.01.

F2: The warrants were exercisable immediately at an exercise price of $1.01 per 0.1 share of Series A Convertible Preferred Stock and would expire on the later of (i) the one-year anniversary of the date on which theCompany publicly announces through the filing of a Current Report on Form 8-K that a Charter Amendment, increasing the number of available common shares, has been filed with the Secretary of State of the State of Delaware and (ii) the earlier of (A) the one-month anniversary of the date on which the Company publically releases certain topline results of the INSPIRE Pivotal phase 3 trial that compare the overall survival (OS) of patients in the rigosertib group vs the Physician's Choice group, in all patients and in a subgroup of patients with IPSS-R very high risk and (B) December 31, 2019.

F3: In connection with a purchase of the Company's common stock on September 25, 2019 the terms of a warrant to purchase Series A preferred stock, previously purchased on February 12, 2018, were amended as follows: (1) the exercise price of the warrant to purchase one share of common stock on an as-exercised and as-converted basis was reduced from $1.01 per 0.1 share of Series A Preferred Stock to $0.10667 per 0.1 share of Series A Preferred Stock which, on an as-converted basis, equals $1.60 per share of common stock, and (2) the expiration date of the warrant was extended to December 31, 2022. The price for amending Series A Preferred Stock Warrants was $0.125 per share (on an as-converted basis per share of common stock).

F4: These warrants were acquired in a public offering, by the Company, of units which included one share of common stock and one warrant. The public offering price for each unit was $0.425.

F5: The warrants were exercisable immediately at an exercise price of $0.425 per 0.025 share of Series B Convertible Preferred Stock and would expire on the 18-month anniversary of the date on which the Company publicly announced through the filing of a Current Report on Form 8-K that a Charter Amendment, increasing the number of available common shares, has been filed with the Secretary of State of the State of Delaware.

F6: In connection with a purchase of the Company's common stock on September 25, 2019 the terms of a warrant to purchase Series B preferred stock, previously purchased on May 1,2018, were amended as follows: (1) the exercise price of the warrant to purchase one share of common stock on an as-exercised and as-converted basis was reduced from $0.425 per 0.025 share of Series B Preferred Stock to $0.10667 per 0.025 share of Series B Preferred Stock which, on an as-converted basis, equals $1.60 per share of common stock, and (2) the expiration date of the warrant was extended to December 31, 2022. The price for amending Series B Preferred Stock Warrants was $0.125 per share (on an as-converted basis per share of common stock).