Spotlight Innovation Inc. (OTCMKTS:STLT) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities.
Item 5.02 is incorporated herein by reference.
Item 5.02 Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On December 23, 2016, Spotlight Innovation Inc. (the Company)
entered into exchange agreements with certain officers and
members of the Companys board of directors to which the
Corporation issued an aggregate of 231,000 shares of its common
stock, which shares were issued to the Companys 2016 Equity
Incentive Plan, in exchange for options to purchase 300,000
shares of the Corporations common stock, which options as result
of the exchange were canceled. The breakdown for the exchange is
as follows:
|
Name |
|
Number of Shares issued |
|
|
Number of Option Shares that were canceled as a |
||
|
John Krohn (Member of the Companys board of directors) |
108,000 | 75,000 | |||||
|
Craig Lang (Member of the Companys board of directors) |
108,000 | 75,000 | |||||
|
Cristopher Grunewald (Chief Executive Officer) |
15,000 | 150,000 | |||||
On December 23, 2016, the Company and John William Pim, the
Companys Chief Financial Officer, entered into a Restricted Stock
Grant Agreement to which he was granted 125,000 shares of the
Companys common stock. The Company also exchanged with non
executive officers and consultants an aggregate of 235,000 shares
of restricted stock for options to purchase 2,350,000 shares of
the Companys common stock.
Company relied upon the exemptions contained in Section 3(a)(9)
and Section 4(a)(2) of the Securities Act of 1933, as amended
with regard to the shares being issued to the exchange
agreements.
John Krohn is the Managing Member of K4 and in such capacity
holds voting and dispositive power over the securities held by
such entity. Mr. Krohn holds 50% of the equity ownership interest
in K4 and thus is a beneficial owner of 50% of the securities
held by K4. Mr. Krohn is also a member of the Companys board of
directors and the Companys president and chief operating officer.
The foregoing summary of the terms of the Exchange Agreements and
restricted Stock Agreements which are subject to, and qualified
in its entirety, by such aggeents which aggreements are included
as exhibts to this Report and are incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following documents are filed as Exhibits:
|
Exhibit |
Description |
|
10.40 |
Form of Exchange Agreement |
|
10.41 |
Form of Restricted Stock Grant Agreement |
|
|
About Spotlight Innovation Inc. (OTCMKTS:STLT)
Spotlight Innovation Inc., formerly American Exploration Corporation, is a bioscience company. The Company is focused on acquiring the rights, through acquisition, license or otherwise, to various technologies. The Company is engaged in identifying and targeting technology candidates, including cancer drugs and treatment therapies for various disease states; drug and related treatment therapies for various infectious diseases, and other technology candidates. The Company focuses on diseases that are rare, which are known as orphan diseases, or new or common but underserved, such as feline chronic kidney disease. As of December 31, 2015, the Company had three subsidiaries: Celtic Biotech Iowa, Inc., CDT Veterinary Therapeutics, Inc. and Memcine Pharmaceuticals, Inc. Through its subsidiary, Celtic Biotech Iowa, Inc., it develops a range of drug candidates, such as Crotoxin, Cardiotoxin, VRCTC310 and Crotamine. Through its subsidiary, Memcine Pharmaceuticals, Inc., it offers Immunoplex. Spotlight Innovation Inc. (OTCMKTS:STLT) Recent Trading Information
Spotlight Innovation Inc. (OTCMKTS:STLT) closed its last trading session 00.000 at 0.650 with 8,737 shares trading hands.