10/08/2025 | Press release | Distributed by Public on 10/08/2025 18:21
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 | ||||||||
Option to Purchase Common Stock | (2) | 10/01/2025 | D | 1,250 | (2) | (2) | Common Stock | 1,250 | (2) | 0 | D | ||||
Option to Purchase Common Stock | (2) | 10/01/2025 | D | 5,000 | (3) | (3) | Common Stock | 5,000 | (3) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Ben-Tzvi Avraham 44 ZAYT SHEMEN ST. FLAT 4 EFRAT, L3 9045544 |
X |
/s/ Avraham Ben-Tzvi | 10/08/2025 | |
**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) | Disposed of pursuant to the Merger and Contribution and Share Exchange Agreement, dated as of August 19, 2024 (the "Merger Agreement"), by and among Titan Pharmaceuticals, Inc. ("Titan"), Black Titan Corporation ("Black Titan"), TTNP Merger Sub, Inc., a direct wholly owned subsidiary of Black Titan ("Merger Sub") and TalenTec Sdn. Bhd, in exchange for 1 ordinary share of Black Titan common stock for each share of Titan common stock on the effective date of the merger (the "Merger"). |
(2) | Options issued pursuant to Titan's 2015 Omnibus Equity Incentive Plan with an exercise price equal to the closing price of Titan's common stock on August 15, 2022. These options were assumed by Black Titan in the Merger and exchanged for 1 Black Titan option for each Titan option. |
(3) | Options issued pursuant to Titan's 2015 Omnibus Equity Incentive Plan with an exercise price equal to the closing price of Titan's common stock on September 15, 2022. These options were assumed by Black Titan in the Merger and exchanged for 1 Black Titan option for each Titan option. |