FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Corbus Pharmaceuticals Holdings, Inc. [ CRBP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/24/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 459,500 | D | ||||||||
Common Stock | 4,300 | I | By Solomon Asher Hochman Trust of 2005 | |||||||
Common Stock | 4,300 | I | By Hannah Hochman Trust of 2007 | |||||||
Common Stock | 4,300 | I | By Judah Herman Hochman Trust of 2009 | |||||||
Common Stock | 05/24/2018 | G(1) | V | 220,000 | D | $0.00 | 0(2) | I | By NSH 2008 Family Trust | |
Common Stock | 05/24/2018 | G(1) | V | 110,000 | A | $0.00 | 120,000(2) | I | By DPH 2008 Trust | |
Common Stock | 05/24/2018 | G(1) | V | 110,000 | A | $0.00 | 110,000(2) | I | By SHA 2008 Trust |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 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 (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (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: 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)(3) | $5.93 | 05/24/2018 | A | V | 34,000 | (3) | 05/24/2028 | Common Stock | 34,000 | $0.00 | 34,000 | D |
Explanation of Responses: |
1. The reporting person is a co-trustee of each of the NSH 2008 Family Trust, of which the reporting person is a beneficiary, the DPH 2008 Trust, of which the reporting person is a beneficiary, and the SHA 2008 Trust, of which the reporting person's sister is a beneficiary. On May 24, 2018, the co-trustees of the NSH 2008 Family Trust caused all of the shares of Common Stock of Corbus Pharmaceuticals Holdings, Inc. (the "Company") then held in the name of such trust to be transferred in equal portions to the DPH 2008 Trust and the SHA 2008 Trust, in accordance with the Trust Agreement Establishing NSH 2008 Family Trust, dated May 1, 2008. |
2. On March 15, 2018, the reporting person filed a Form 4 which inadvertently reported that a purchase of 5,000 shares of Common Stock was made for the account of the NSH 2008 Family Trust. In fact, such purchase was made for the account of the DPH 2008 Trust. Accordingly, Column 5 of Table I of this Form 4 reflects that, as of immediately prior to the transactions reported hereby, 220,000 shares were held in the name of the NSH 2008 Family Trust and 10,000 shares were held in the name of the DPH 2008 Trust. |
3. The option award was made in accordance with the terms of the issuer's 2014 Equity Compensation Plan. The option will vest in equal monthly installments over the course of 12 months beginning on the date of grant. |
Remarks: |
/s/ David Hochman | 05/29/2018 | |
** Signature of Reporting Person | Date | |
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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |