Sec Form 4 Filing - BAUER EUGENE A @ Aevi Genomic Medicine, Inc. - 2020-02-03

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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
BAUER EUGENE A
2. Issuer Name and Ticker or Trading Symbol
Aevi Genomic Medicine, Inc. [ GNMX]
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 AEVI GENOMIC MEDICINE, INC., 435 DEVON PARK DRIVE, SUITE 715
3. Date of Earliest Transaction (MM/DD/YY)
02/03/2020
(Street)
WAYNE, PA19087
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 02/03/2020 D 165,715 D 0 D
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
Stock Option (Right to Purchase) $ 8.19 02/03/2020 D 28,571 ( 2 ) 09/14/2020 Common Stock 28,571 $ 0 0 D
Stock Option (Right to Purchase) $ 6.7 02/03/2020 D 50,000 ( 3 ) 11/11/2023 Common Stock 50,000 $ 0 0 D
Stock Option (Right to Purchase) $ 7.01 02/03/2020 D 20,000 ( 4 ) 02/18/2025 Common Stock 20,000 $ 0 0 D
Stock Option (Right to Purchase) $ 4.83 02/03/2020 D 20,000 ( 5 ) 04/15/2026 Common Stock 20,000 $ 0 0 D
Stock Option (Right to Purchase) $ 1.32 02/03/2020 D 20,000 ( 6 ) 06/22/2027 Common Stock 20,000 $ 0 0 D
Stock Option (Right to Purchase) $ 1.55 02/03/2020 D 50,000 ( 7 ) 04/17/2028 Common Stock 50,000 $ 0 0 D
Warrant (Right to Buy) $ 2.84 02/03/2020 D 3,530 ( 8 ) 10/17/2022 Common Stock 3,530 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BAUER EUGENE A
C/O AEVI GENOMIC MEDICINE, INC.
435 DEVON PARK DRIVE, SUITE 715
WAYNE, PA19087
X
Signatures
/s/ Eugene A. Bauer 02/05/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Disposed of as a result of the merger pursuant to the previously announced Agreement and Plan of Merger and Reorganization by and among Cerecor Inc. ("Cerecor"), Genie Merger Sub, Inc., Second Genie Merger Sub, LLC and issuer (the "Merger"). At the effective time of the Merger, holders of issuer common stock received (A) the fraction of a share of Cerecor common stock equal to the exchange ratio of 0.0334 (B) one contingent value right, which represents the right to receive contingent payments upon the achievement of certain milestones and (C) cash in lieu of any fractional shares of Cerecor common stock.
( 2 )This option, which became exercisable on Septmeber 14, 2011, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.
( 3 )This option, which became exercisable on November 11, 2014, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.
( 4 )This option, which became exercisable on February 18, 2016, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.
( 5 )This option, which became exercisable on April 15, 2017, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.
( 6 )This option, which became exercisable on June 22, 2018, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.
( 7 )This option, which became exercisable on April 17, 2019, was automatically cancelled and ceased to exist without any consideration or payment pursuant to the Merger.
( 8 )This warrant, which was issued pursuant to a Securities Purchase Agreement dated August 9, 2017, was subsequently amended by the Amendment Agreement of Warrants to Purchase Common Stock dated December5, 2019, whereby immediately prior to the Merger the warrants were automatically exercised in a cashless exercise. Given the exercise price of the outstanding warrants, the cashless exercise resulted in no shares of commonstock being issued and the warrant was rendered null and void.

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