Sec Form 4/A Filing - Singer William S. @ Synaptogenix, Inc. - 2022-11-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4/A
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
Singer William S.
2. Issuer Name and Ticker or Trading Symbol
Synaptogenix, Inc. [ SNPX]
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 SYNAPTOGENIX, INC., 1185, AVENUE OF THE AMERICAS, 3RD FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
11/15/2022
(Street)
NEW YORK, NY10036
4. If Amendment, Date Original Filed (MM/DD/YY)
11/17/2022
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
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 Buy) $ 6.07 11/15/2022 A 75,000( 1 ) ( 2 ) 11/15/2032 Common Stock, par value $0.0001 per share 75,000 $ 0 75,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Singer William S.
C/O SYNAPTOGENIX, INC., 1185
AVENUE OF THE AMERICAS, 3RD FLOOR
NEW YORK, NY10036
X
Signatures
/s/ Robert Weinstein, Attorney-in-fact 12/01/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This filing amends the Form 4, filed on November 17, 2022 by Mr. Singer to reflect the lower number of options allowed to be granted pursuant to the per-participant grant limit contained in the Issuer's 2020 Equity Incentive Plan, as amended.
( 2 )These options vested 50% on November 15, 2022 (the "Issuance Date") and shall vest 50% on the six-month anniversary of the Issuance Date. The options shall be exercisable for a period of ten years from the date of the grant, irrespective of whether or not the reporting person continues to provide services to the Issuer.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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