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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Capstone Therapeutics Corporation (QB) | USOTC:CAPS | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 4.10 | 4.10 | 4.90 | 0.00 | 13:01:10 |
Delaware
|
86-0585310
|
|
(State or other jurisdiction of
incorporation or organization)
|
(IRS Employer
Identification No.)
|
Large accelerated filer [ ] | Accelerated filer [ ] | ||
Non-accelerated filer [ ] (Do not check if a smaller reporting company) | Smaller reporting company [x] |
Title of securities to be registered
|
Amount to be registered
|
Proposed maximum
offering price per
share
|
Proposed maximum
aggregate offering
price
|
Amount of
registration fee
|
Common Stock, par value $.0005 per share (1)
|
500,000 shares (2)
|
$ 0.26 (3), (4)
|
$130,000 (3)
|
$16.74 (5)
|
(1)
|
The securities to be registered include options to acquire Common Stock.
|
(2)
|
This Registration Statement covers the 500,000 additional shares available for grant under the Capstone Therapeutics Corp. 2005 Equity Incentive Plan (the “2005 Plan”) authorized by stockholders at the 2014 Annual Meeting of Stockholders. This Registration Statement shall also cover any additional shares of Common Stock which become issuable under the 2005 Plan by reason of any stock dividend, stock split, recapitalization or other similar transaction effected without the Registrant’s receipt of consideration which results in an increase in the number of the outstanding shares of the Registrant’s Common Stock.
|
(3)
|
Estimated solely for the purpose of calculating the amount of the registration fee and, pursuant to Rules 457(c) and 457(h) of the Securities Act of 1933, as amended, based upon the weighted average purchase price of shares subject to outstanding options, and, as to shares not currently subject to outstanding options, the average of the high and low prices as reported on the OTCQB on June 13, 2014, for shares of the Registrant’s Common Stock.
|
(4)
|
The actual offering price will be determined in accordance with the terms of the 2005 Plan.
|
(5)
|
The filing fee of $16.74 has been previously paid. In connection with Capstone Therapeutics Corp.’s (formerly OrthoLogic Corp.) registration statement on Form S-3 filed August 9, 2005, as amended on August 17, 2005, Commission File No. 333-127356, the Registrant paid a total of $11,770 in filing fees. The offering was later withdrawn, no securities having been sold thereunder, leaving a balance of $11,770. The Registrant applied $708.91 of this balance to its registration statement on Form S-3 filed April 13, 2006, Commission File no. 333-133273, which was later withdrawn, no securities having been sold thereunder, leaving a balance of $11,770. The Registrant applied $256.62 to its registration statement on Form S-3 filed April 25, 2006, Commission File no. 333-133530, leaving a balance of $11,513.38. The Registrant applied $378.78 to its registration statement on Form S-8 filed June 13, 2006, Commission File no. 333-134980, leaving a balance of $11,134.60. The Registrant applied $280.60 to its registration statement on Form S-3 filed October 3, 2006, Commission File no. 333-137754, leaving a balance of $10,854. The Registrant applied $41.85 to its registration statement on Form S-8 filed May 14, 2009, Commission File no. 333-159238, leaving a balance of $10,812.15. It is from this balance that the Registrant wishes to pay the filing fee for this registration statement on Form S-8.
|
CAPSTONE THERAPEUTICS CORP.
(Registrant)
|
||
By: | /s/ John M. Holliman, III | |
John M. Holliman, III
Executive Chairman
|
Person
|
Title
|
Date
|
||
/s/ John M. Holliman, III
|
Executive Chairman (Principal
|
June 17, 2014
|
||
John M. Holliman, III
|
Executive Officer) and Director |
/s/ Les M. Taeger
|
Senior Vice President and Chief
|
June 17, 2014
|
||
Les M. Taeger
|
Financial Officer (Principal Financial | |||
and Accounting Officer) | ||||
/s/ Eric W. Fangmann
|
Director
|
June 17, 2014
|
||
Eric W. Fangmann
|
||||
/s/ Fredric J. Feldman
|
Director
|
June 17, 2014
|
||
Fredric J. Feldman, Ph.D.
|
||||
/s/ Elwood D. Howse, Jr.
|
Director
|
June 17, 2014
|
||
Elwood D. Howse, Jr.
|
||||
Exhibit
Number
|
Description
|
Incorporated Herein by
Reference To
|
Filed Herewith
|
|||
5.1
|
Opinion of Quarles & Brady LLP
|
X
|
||||
23.1
|
Consent of Moss Adams LLP, Independent Registered Public Accounting Firm
|
X
|
||||
23.2
|
Consent of Quarles & Brady LLP
|
Included in Exhibit 5.1 of this Registration Statement
|
||||
24.1
|
Powers of Attorney
|
See signature page S-1 of this Registration Statement
|
||||
99.1
|
2005 Equity Incentive Plan
|
Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the Commission on May 18, 2006
|
||||
99.2
|
Amendment to 2005 Equity Incentive Plan
|
Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the Commission on May 14, 2009
|
||||
99.3
|
Amendment to 2005 Equity Incentive Plan
|
X
|
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