NEXGEL director buys note and warrant rights
NEXGEL director Henry Scott Robert acquired new derivative securities linked to the company’s common stock.
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Form Type
4
Rhea-AI Filing Summary
NEXGEL director Henry Scott Robert acquired new derivative securities linked to the company’s common stock. He received a Convertible Promissory Note with an original principal amount of $25,000, which is convertible into up to 41,667 shares of common stock at an initial conversion price of $0.60 per share.
He also received a Warrant to Purchase Common Stock for 20,834 shares at an initial exercise price of $0.80 per share. Both the note and warrant are exercisable at his option, subject to a 4.99% beneficial-ownership limitation and other specified conditions.
Insider Trade Summary
Net Buyer: 62,501 shares
Net Buy
2 txns
Insider
Henry Scott Robert
Role
Director
Bought
62,501 shs ($25K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Purchase | Convertible Promissory Note (the "Note") | 41,667 | $0.60 | $25K |
| Purchase | Warrant to Purchase Common Stock (the "Warrant") | 20,834 | $0.00 | $0.00 |
Holdings After Transaction:
Convertible Promissory Note (the "Note") — 41,667 contracts (Direct);
Warrant to Purchase Common Stock (the "Warrant") — 20,834 contracts (Direct)
Footnotes (2)
- F1. Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $25,000 (the "Note") and (ii) a Warrant to Purchase Common Stock for 20,834 shares of the Issuer's common stock (the "Common Stock") (the "Warrant"). The Note is convertible into up to 41,667 shares of Common Stock at an initial conversion price of $0.60 per share, and the Warrant is exercisable for 20,834 shares of Common Stock at an initial exercise price of $0.80 per share. The Note is convertible, and the Warrant is exercisable, at any time at the option of the holder, subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder, together with its affiliates, would beneficially own more than 4.99% of the outstanding shares of Common Stock after such conversion or exercise, and (ii) certain other limitations set forth in the Note and Warrant.
- F2. The Warrant was issued to the Reporting Person in connection with, and as part of the consideration for, the Reporting Person's purchase of the Note, for no additional consideration beyond the Note purchase price.
Key Figures
Convertible Note Principal: $25,000
Note Conversion Shares: 41,667 shares
Warrant Shares: 20,834 shares
+4 more
7 metrics
Convertible Note Principal
$25,000
Original principal amount of the Note issued to the director
Note Conversion Shares
41,667 shares
Maximum NEXGEL common shares issuable upon note conversion
Warrant Shares
20,834 shares
NEXGEL common shares underlying the warrant
Note Conversion Price
$0.60/share
Initial conversion price for the Convertible Promissory Note
Warrant Exercise Price
$0.80/share
Initial exercise price for the Warrant to Purchase Common Stock
Total Underlying Shares
62,501 shares
Sum of shares underlying note and warrant related to this filing
Beneficial Ownership Cap
4.99%
Limit on post-conversion or exercise beneficial ownership of common stock
Key Terms
Convertible Promissory Note, Warrant to Purchase Common Stock, beneficial-ownership limitation, Common Stock
4 terms
Convertible Promissory Note financial
"Reflects the issuance to the Reporting Person of (i) a Convertible Promissory Note in the original principal amount of $25,000"
A convertible promissory note is a loan a company takes now that can later be turned into shares instead of being repaid in cash. Think of it as lending money with the option to accept ownership in the business down the road; that matters to investors because it affects who gets paid first, how much ownership existing shareholders keep, and the company’s future valuation and cash needs. Terms such as conversion price, interest and maturity determine the financial impact.
Warrant to Purchase Common Stock financial
"and (ii) a Warrant to Purchase Common Stock for 20,834 shares of the Issuer's common stock"
beneficial-ownership limitation regulatory
"subject to (i) a beneficial-ownership limitation that prevents conversion or exercise to the extent the holder"
Common Stock financial
"The Note is convertible into up to 41,667 shares of Common Stock at an initial conversion price of $0.60 per share"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did NEXGEL (NXGL) director Henry Scott Robert acquire in this Form 4?
He acquired a Convertible Promissory Note and a stock purchase warrant. The note covers up to 41,667 NEXGEL common shares, and the warrant covers 20,834 shares, both providing future stock exposure under defined prices and limitations.
What are the conversion and exercise prices for the NEXGEL (NXGL) securities?
The Convertible Promissory Note initially converts at $0.60 per share, while the warrant has an initial exercise price of $0.80 per share. These fixed prices define the cost to obtain NEXGEL common shares through these derivative instruments.
Is there a beneficial-ownership cap on Henry Scott Robert’s NEXGEL (NXGL) holdings?
Yes. Both the note and the warrant include a 4.99% beneficial-ownership limitation. This cap prevents conversions or exercises that would cause him and his affiliates to beneficially own more than 4.99% of NEXGEL’s outstanding common stock.
How was the NEXGEL (NXGL) warrant issued to Henry Scott Robert?
The warrant for 20,834 NEXGEL shares was issued as part of the consideration for purchasing the $25,000 Convertible Promissory Note. The warrant carried no additional purchase price beyond the note’s original principal amount.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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