09/18/2025 | Press release | Distributed by Public on 09/18/2025 09:59
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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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 | ||||||||
Series D Convertible Preferred Stock | $0.0006 | 09/16/2025 | P | 3,019 | (1) | (1) | Common Stock | 4,831,172 | (2) | 3,019 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Biofrontera AG HEMMELRATHER WEG 201 LEVERKUSEN, 2M D-51377 |
X | X |
/s/ Maria del Pilar de la Huerta Martinez, as Chief Financial Officer of Biofrontera AG | 09/18/2025 | |
**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) | The convertible preferred stock is convertible at any time, at the holder's election, and has no expiration date. |
(2) | The reporting person acquired the convertible preferred stock in a privately negotiated transaction in exchange for assets related to the production and sale of certain products in the United States having an estimated market value of approximately $3,019,000. |
Remarks: The Reporting Person has entered into an agreement with the Issuer pursuant to which the Reporting Person may appoint one representative to the board of directors of the Issuer. Dr. Heikki Lanckriet has been deputized to represent the Reporting Person on the board of directors of the Issuer. By virtue of Dr. Lanckriet's representation, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Person may be deemed a director by deputization of the Issuer. Dr. Lanckriet has filed a separate Section 16 report disclosing securities of the Issuer he may be deemed to beneficially own for Section 16 purposes. |