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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Dare Bioscience Inc | NASDAQ:DARE | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.0167 | 5.77% | 0.3059 | 0.295 | 0.3057 | 0.3084 | 0.28 | 0.288 | 175,076 | 00:52:47 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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1.
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Names of Reporting Persons
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2.
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a)
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_________
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(b)
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X (1)
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3.
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SEC Use Only
_______________________________________________________________
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ____
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6.
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Citizenship or Place of Organization
United States
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Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
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7. Sole Voting Power
468,511 (2)
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8. Shared Voting Power
0
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9. Sole Dispositive Power
468,511 (2)
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10. Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
468,511 (2)
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12.
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
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Instructions) |
______
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13.
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Percent of Class Represented by Amount in Row (11)
2.8% (3)
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14.
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Type of Reporting Person (See Instructions)
IN
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(1)
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This Amendment No. 1 to Schedule 13D is filed by Lisa Walters-Hoffert and the Lisa Walters-Hoffert Survivor’s Trust dated October 31, 2002 (the “Trust”). Together, Ms. Walters-Hoffert and the Trust are referred
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(2)
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Consists of 443,511 shares of Common Stock held by the Trust and 25,000 shares of Common Stock subject to options held by Ms. Walters-Hoffert that are currently exercisable or exercisable within 60 days of the date of this filing. Ms. Walters-Hoffert serves as trustee of the Trust, and holds sole voting and dispositive power over the shares held by the Trust. Ms. Walters-Hoffert disclaims beneficial ownership as to the securities held by the Trust, except to the extent of her pecuniary interests therein.
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(3)
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Percentage of class calculated based on 16,683,411 shares of Common Stock outstanding as of April 12, 2019, plus 25,000 shares of Common Stock subject to options currently exercisable or exercisable within 60 days of the date of this filing held by Ms. Walters-Hoffert.
|
1.
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Names of Reporting Persons
|
2.
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
|
(a)
|
|
|
|
_________
|
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(b)
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|
|
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X (1)
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3.
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SEC Use Only
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4.
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Source of Funds (See Instructions)
OO
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5.
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Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ____
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6.
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Citizenship or Place of Organization
California
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Number of
Shares
Beneficially
Owned by
Each Reporting
Person With
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7. Sole Voting Power
443,511 (2)
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8. Shared Voting Power
0
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9. Sole Dispositive Power
443,511 (2)
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10. Shared Dispositive Power
0
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11.
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Aggregate Amount Beneficially Owned by Each Reporting Person
443,511 (2)
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12.
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
|
Instructions) |
______
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13.
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Percent of Class Represented by Amount in Row (11)
2.7% (3)
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14.
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Type of Reporting Person (See Instructions)
OO
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(1)
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The Reporting Persons expressly disclaim status as a “group” for purposes of this statement.
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(2)
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Ms. Walters-Hoffert serves as trustee of the Trust, and holds sole voting and dispositive power over the shares held by the Trust. Ms. Walters-Hoffert disclaims beneficial ownership as to the securities held by the Trust, except to the extent of her pecuniary interests therein.
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(3)
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Percentage of class calculated based on 16,683,411 shares of Common Stock outstanding as of April 12, 2019.
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(b)
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The principal business address for Ms. Walters-Hoffert is 3655 Nobel Drive, Suite 260, San Diego, CA 92122.
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(a)
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Ms. Walters-Hoffert may be deemed to beneficially own 468,511 shares of Common Stock consisting of: (i) 443,511 shares owned by the Trust; and (ii) 25,000 shares subject to options owned by Ms. Walters-Hoffert currently exercisable or exercisable within 60 days of the date of this Amendment No. 1, representing 2.8% of the outstanding Common Stock as of April 12, 2019, based on 16,683,411 shares of Common Stock outstanding as of that date, plus 25,000 shares subject to options currently exercisable or exercisable within 60 days of the date of this Amendment No. 1.
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(b)
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Ms. Walters-Hoffert has sole voting and dispositive power over the 443,511 shares of Common Stock held by the Trust. Ms. Walters-Hoffert holds sole voting and dispositive power over the 25,000 shares of Common Stock subject to options owned by Ms. Walters-Hoffert currently exercisable or exercisable within 60 days of the date of this Amendment No. 1.
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(c)
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Since the date of filing of the Schedule 13D, the Reporting Persons acquired the following securities of the Issuer in the following transactions:
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(i)
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On September 7, 2018, Ms. Walters-Hoffert was granted an option to purchase 100,000 shares of Common Stock at an exercise price of $1.01 per share for services as the Issuer’s chief financial officer. The option vests and becomes exercisable in 48 equal monthly installments commencing on the one-month anniversary of the grant date, subject to the Ms. Walters-Hoffert’s continuous service to the Issuer. The option will expire on September 7, 2028 to the extent not exercised on or before that date.
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(ii)
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On January 29, 2019, Ms. Walters-Hoffert was granted an option to purchase 75,000 shares of Common Stock at an exercise price of $0.759 per share for services as the Issuer’s chief financial officer. The option vests and becomes exercisable in 48 equal monthly installments commencing on the one-month anniversary of the grant date, subject to the Ms. Walters-Hoffert’s continuous service to the Issuer. The option will expire on January 29, 2029 to the extent not exercised on or before that date.
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(d)
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Except as described in this statement, no person has the power to direct the receipt of dividends on or the proceeds of sales of, the shares of Common Stock owned by the Reporting Persons.
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(e)
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The Reporting Persons ceased to have beneficial ownership of greater than 5% of the Common Stock on February 15, 2018, immediately following the closing of an underwritten public offering of shares of Common Stock and warrants to purchase Common Stock.
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*
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Incorporated by reference from the Issuer’s Quarterly Report on Form 10-Q (File No. 001-36395), as filed with the SEC on August 13, 2018.
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Dated: April 15, 2019
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/S/ LISA WALTERS-HOFFERT
Name: Lisa Walters-Hoffert |
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LISA WALTERS-HOFFERT SURVIVOR’S TRUST DATED OCTOBER 31, 2002
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By:
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/S/ LISA WALTERS-HOFFERT
Name: Lisa Walters-Hoffert
Title: Trustee
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/S/ LISA WALTERS-HOFFERT
Name: Lisa Walters-Hoffert |
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LISA WALTERS-HOFFERT SURVIVOR’S TRUST DATED OCTOBER 31, 2002
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By:
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/S/ LISA WALTERS-HOFFERT
Name: Lisa Walters-Hoffert
Title: Trustee
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1 Year Dare Bioscience Chart |
1 Month Dare Bioscience Chart |
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