Sec Form 5 Filing - SPHERIX INC @ Hoth Therapeutics, Inc. - 2019-12-31

Insider filing report for Changes in Beneficial Ownership
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FORM 5
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
SPHERIX INC
2. Issuer Name and Ticker or Trading Symbol
Hoth Therapeutics, Inc. [ HOTH]
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)
1 ROCKEFELLER PLAZA, 11TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2019
(Street)
NEW YORK, NY10020
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 06/30/2017 P( 1 ) V 1,700,000 A $ 675,000 1,700,000 D ( 2 )
Common Stock 02/28/2019 P V 35,714 A $ 199,998 1,735,714 D
Common Stock 10/28/2019 J( 3 ) 90,258 D $ 0 1,645,456 D
Common Stock 11/08/2019 J( 3 ) 9,226 D $ 0 1,636,230 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SPHERIX INC
1 ROCKEFELLER PLAZA, 11TH FLOOR
NEW YORK, NY10020
X
Signatures
/s/ Anthony Hayes 02/27/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Hoth Therapeutics, Inc. (the "Issuer") registered its shares of common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended, on February 6, 2019. As of that date, Spherix Incorporated ("Spherix") owned 1,700,000 shares of common stock of the Issuer.
( 2 )The shares are held directly by Spherix. The board of directors of Spherix appointed a committee of 3 members to exercise voting and dispositive power over the securities held by such Spherix. Anthony Hayes, a director of the Issuer and the Chief Executive Officer and a member of the board of directors of Spherix, abstained from the vote to appoint the committee and is not part of the committee and does not exercise voting and dispositive power over the securities held by such Spherix.
( 3 )On October 28, 2019 and November 8, 2019, Spherix Incorporated ("Spherix") distributed an aggregate of 99,484 shares of the Issuer's common stock on a pro rata basis to its stockholders of record as of October 21, 2019 (the "Record Date"). Stockholders of Spherix received 1 share of the Issuer's common stock for each 29 shares of Spherix common stock held by such stockholders as of the Record Date.

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