Sec Form 4 Filing - Mayne Pharma Ventures Pty Ltd @ HedgePath Pharmaceuticals, Inc. - 2019-01-15

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
Mayne Pharma Ventures Pty Ltd
2. Issuer Name and Ticker or Trading Symbol
HedgePath Pharmaceuticals, Inc. [ HPPI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
1538 MAIN NORTH ROAD
3. Date of Earliest Transaction (MM/DD/YY)
01/15/2019
(Street)
SALISBURY SOUTH, SA, C35106
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 01/15/2019 J( 1 ) 362,121 A $ 0 198,653,051 D ( 2 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mayne Pharma Ventures Pty Ltd
1538 MAIN NORTH ROAD
SALISBURY SOUTH, SA, C35106
X
Mayne Pharma International Pty Ltd
1538 MAIN NORTH ROAD
SALISBURY SOUTH, SA, C35106
X
Mayne Pharma Group Ltd
1538 MAIN NORTH ROAD
SALISBURY SOUTH, SA, C35106
X
Signatures
Mayne Pharma Ventures Pty Ltd, By: /s/ Nick Freeman, Company Secretary 01/24/2019
Signature of Reporting Person Date
Mayne Pharma International Pty Ltd, By: /s/ Nick Freeman, Company Secretary 01/24/2019
Signature of Reporting Person Date
Mayne Pharma Group Limited: /s/ Nick Freeman, Company Secretary 01/24/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On January 15, 2019, Mayne Pharma Ventures Pty Ltd ("Mayne Ventures") received a dividend of 362,121 shares of Common Stock paid by the Issuer on shares of Series B Convertible Preferred Stock held by Mayne Ventures, pursuant to the terms of such Series B Convertible Preferred Stock.
( 2 )These securities are directly owned by Mayne Ventures. This report is filed jointly by Mayne Ventures, Mayne Pharma International Pty Ltd ("Mayne International") and Mayne Pharma Group Limited ("Mayne Group"). Mayne Group holds 100% of the issued and outstanding equity securities of Mayne International, and Mayne International holds 100% of the issued and outstanding equity securities of Mayne Ventures. Consequently, Mayne Group and Mayne International may be deemed to beneficially own the securities that are the subject to this report indirectly, but disclaim beneficial ownership of such securities except to the extent of their pecuniary interests therein. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, Mayne Ventures is deemed a director by deputization by virtue of its representation on the Board of Directors of the Issuer.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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