Sec Form 4 Filing - BioLexis Pte Ltd. @ Outlook Therapeutics, Inc. - 2020-01-27

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
BioLexis Pte Ltd.
2. Issuer Name and Ticker or Trading Symbol
Outlook Therapeutics, Inc. [ OTLK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
36 ROBINSON ROAD, #13-01 CITY HOUSE
3. Date of Earliest Transaction (MM/DD/YY)
01/27/2020
(Street)
SINGAPORE, U0068877
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 01/29/2020 M 4,657,852 A $ 0.232 21,606,437 D ( 1 ) ( 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
Warrant (Right to Buy) $ 7.2 ( 3 ) 01/27/2020 D( 4 ) 2,093,750 ( 3 ) ( 5 ) 10/31/2025 Common Stock 2,093,750 $ 0 ( 6 ) 0 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 0.232 01/27/2020 A( 4 ) 2,093,750 ( 5 ) 10/31/2025 Common Stock 2,039,750 $ 0 ( 6 ) 2,039,750 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 7.8 ( 3 ) 01/27/2020 D( 7 ) 1,282,051 ( 3 ) ( 5 ) 05/14/2026 Common Stock 1,282,051 $ 1 ( 3 ) 0 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 0.232 01/27/2020 A( 7 ) 1,282,051 ( 5 ) 05/14/2026 Common Stock 1,282,051 $ 1 ( 3 ) 1,282,051 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 7.8 ( 3 ) 01/27/2020 D( 8 ) 1,282,051 ( 3 ) ( 5 ) 06/08/2026 Common Stock 1,282,051 $ 1 ( 3 ) 0 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 0.232 01/27/2020 A( 8 ) 1,282,051 ( 5 ) 06/08/2026 Common Stock 1,282,051 $ 1 ( 3 ) 1,282,051 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 0.232 01/29/2020 M 2,093,750 ( 5 ) 10/31/2025 Common Stock 2,093,750 $ 0 ( 6 ) 0 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 0.232 01/29/2020 M 1,282,051 ( 5 ) 05/14/2026 Common Stock 1,282,051 $ 1 0 D ( 1 ) ( 2 )
Warrant (Right to Buy) $ 0.232 01/29/2020 M 1,282,051 ( 5 ) 06/08/2026 Common Stock 1,282,051 $ 1 0 D ( 1 ) ( 2 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BioLexis Pte Ltd.
36 ROBINSON ROAD
#13-01 CITY HOUSE
SINGAPORE, U0068877
X X
Pillai Arun Kumar
#30, 1ST MAIN
J.P. NAGAR 3RD PHASE
BANGALORE, K7560078
X X
Sukhtian Ghiath M.
7TH CIRCLE, ZAHRAN STREET
ZAHRAN PLAZA BLDG, 4TH FLOOR
AMMAN, M211844
X X
Signatures
/s/ BioLexis Pte. Ltd., By: Lawrence Kenyon, Attorney-in-Fact 01/29/2020
Signature of Reporting Person Date
/s/ Lawrence Kenyon, Attorney-in-Fact 01/29/2020
Signature of Reporting Person Date
/s/ Lawrence Kenyon, Attorney-in-Fact 01/29/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities are held of record by BioLexis Pte Ltd. ("BioLexis"). Tenshi Life Sciences Private Limited ("Tenshi"), a private investment vehicle controlled by Arun Kumar Pillai ("Kumar"), and GMS Pharma (Singapore) Pte. Limited ("GMS Pharma"), a private investment company and wholly-owned subsidiary of GMS Holdings, are the 50:50 beneficial owners of BioLexis, in which each of Tenshi and GMS Pharma owns 50% of the outstanding voting shares. Kumar, a natural person, is the holder of a controlling interest in Tenshi. Ghiath M. Sukhtian ("Ghiath Sukhtian"), a natural person, is the holder of a controlling interest in GMS Holdings, which is the holder of a controlling interest in GMS Pharma.
( 2 )By virtue of the relationships described above in Footnote 1, Kumar and Ghiath Sukhtian may be deemed to have voting and investment power with respect to the securities held by BioLexis noted above and as a result may be deemed to beneficially own such securities for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Reporting Persons disclaim beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. BioLexis has designated four representatives to serve on the Issuer's board of directors. This report shall not be deemed an admission that any of the Reporting Persons are the beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.
( 3 )Reflects the 1:8 reverse stock split effected by the Issuer on March 15, 2019.
( 4 )The two reported transactions involved an amendment of an outstanding Warrant, resulting in the deemed cancellation of the "old" Warrant and the issuance of a replacement Warrant. The Warrant was originally issued on October 31, 2017.
( 5 )Immediately exercisable.
( 6 )This Warrant was issued to BioLexis in consideration of its purchase of Series A Preferred Stock pursuant to that certain Purchase Agreement dated October 31, 2017.
( 7 )The two reported transactions involved an amendment of an outstanding Warrant, resulting in the deemed cancellation of the "old" Warrant and the issuance of a replacement Warrant. The Warrant was originally issued on May 14, 2018.
( 8 )The two reported transactions involved an amendment of an outstanding Warrant, resulting in the deemed cancellation of the "old" Warrant and the issuance of a replacement Warrant. The Warrant was originally issued on June 8, 2018.

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