Sec Form 4 Filing - Versi Jannine @ Adamis Pharmaceuticals Corp - 2023-05-25

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Versi Jannine
2. Issuer Name and Ticker or Trading Symbol
Adamis Pharmaceuticals Corp [ ADMP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ADAMIS PHARMACEUTICALS CORPORATION, 11682 EL CAMINO REAL, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
05/25/2023
(Street)
SAN DIEGO, CA92130
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock ( 1 ) 05/25/2023 A 177,194 ( 2 ) A 177,194 I By Versi Group, LLC
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 2.9 05/25/2023 A 5,144 05/25/2023 02/19/2028 Common Stock 5,144 ( 4 ) 5,144 D
Employee Stock Option (Right to Buy) $ 2.9 05/25/2023 A 5,144 05/25/2023 02/19/2029 Common Stock 5,144 ( 4 ) 5,144 D
Employee Stock Option (Right to Buy) $ 2.9 05/25/2023 A 5,144 05/25/2023 02/19/2030 Common Stock 5,144 ( 4 ) 5,144 D
Employee Stock Option (Right to Buy) $ 2.9 05/25/2023 A 5,144 05/25/2023 02/19/2031 Common Stock 5,144 ( 4 ) 5,144 D
Employee Stock Option (Right to Buy) $ 2.9 05/25/2023 A 5,144 05/25/2023 02/19/2032 Common Stock 5,144 ( 4 ) 5,144 D
Series E Convertible Preferred Stock ( 5 ) 05/25/2023 A 1,941.2 05/25/2023 ( 2 )( 5 ) Common Stock 1,941,200 ( 5 ) 1,941.2 I By Versi Group, LLC
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Versi Jannine
C/O ADAMIS PHARMACEUTICALS CORPORATION
11682 EL CAMINO REAL, SUITE 300
SAN DIEGO, CA92130
X
Signatures
/s/ David C. Benedicto, as Attorney-in-Fact 05/30/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 22, 2023, Adamis Pharmaceuticals Corporation ("Adamis") effected a 1 for 70 reverse stock split of its common stock (the "Reverse Stock Split"). The amount of securities reported on this Form 4 have been adjusted to reflect the Reverse Stock Split.
( 2 )The reported shares are owned directly by Versi Group, LLC, of which the reporting person is the trustee of. The reporting person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interests therein.
( 3 )Received in exchange for shares of common stock of DMK Pharmaceuticals Corporation, a privately held corporation ("DMK"), in connection with the merger of DMK into a subsidiary of Adamis (the "Merger"). On the effective date of the Merger, the closing price of Adamis common stock was $2.50 per share.
( 4 )Received in the Merger by virtue of the assumption of a stock option to acquire shares of DMK common stock in connection with the Merger, with proportionate adjustments to the number of shares subject to the option and the per share exercise price.
( 5 )Received in the Merger in exchange for shares of common stock of DMK. Each whole share of Series E Preferred Convertible Stock is convertible into 1,000 shares of Adamis common stock at the election of the Reporting Person provided that no portion of the Series E Convertible Preferred Stock may be converted if the Reporting Person or her affiliates own in excess of 9.99% of the number of shares of Adamis common stock outstanding immediately after giving effect of such conversion. On the effective date of the Merger, the closing price of Adamis common stock was $2.50 per share.

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