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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | D | 191,334 | (1) | 08/15/2012 | Common Stock | 191,334 | (2) | 0 | D | ||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | D | 2,798,765 | (1) | 10/17/2012 | Common Stock | 2,798,765 | (2) | 0 | D | ||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | D | 7,674,512 | (1) | 08/29/2014 | Common Stock | 7,674,512 | (2) | 0 | D | ||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | D | 400,000 | (1) | 05/18/2017 | Common Stock | 400,000 | (2) | 0 | D | ||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | A | 191,334 | (3) | (4) | Common Stock | 191,334 | (2) | 191,334 | D | ||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | A | 2,798,765 | (3) | (4) | Common Stock | 2,798,765 | (2) | 2,798,765 | D | ||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | A | 7,674,512 | (3) | 08/29/2014 | Common Stock | 7,674,512 | (2) | 7,674,512 | D | ||||
Common Stock Warrants (right to buy) | $ 0.15 | 07/05/2012 | A | 400,000 | (3) | 05/18/2017 | Common Stock | 400,000 | (2) | 400,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MOORE THOMAS A C/O ADVAXIS, INC., 305 COLLEGE ROAD EAST PRINCETON, NJ 08540 |
X | CHAIRMAN / CEO |
/s/ Thomas A. Moore | 07/09/2012 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Immediately |
(2) | On July 5, 2012, Advaxis, Inc. (the "Company") entered into an Exchange Agreement (the "Exchange Agreement") with the Reporting Person pursuant to which the Reporting Person disposed of warrants to purchase an aggregate of 11,064,611 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), in exchange for warrants to purchase an aggregate of 11,064,611 shares of Common Stock (the "Exchanged Warrants") in a transaction exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder. |
(3) | None of the Exchanged Warrants may be exercised until the Company has filed an amendment to its certificate of incorporation to increase the authorized number of shares of Common Stock in such a manner as to permit the exercise, in full, of the Exchanged Warrants. |
(4) | The expiration date of these Exchanged Warrants shall be the date that is two years following the date that the Company initially files an amendment to its certificate of incorporation to increase the authorized number of shares of Common Stock in such a manner as to permit the exercise, in full, of the Exchanged Warrants. |