09/25/2025 | Press release | Distributed by Public on 09/25/2025 13:23
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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. | SEC 1473 (7-02) | ||
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. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series D Convertible Preferred Stock | (2) | (2) | Common Stock | 4,831,172 | $0.0006 | I | By Biofrontera AG(1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
de la Huerta Martinez Maria del Pilar HEMMELRATHER WEG 201 LEVERKUSEN, 2M D-51377 |
X | X |
/s/ Maria del Pilar de la Huerta Martinez | 09/25/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(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 reported shares are held directly by Biofrontera AG. The Reporting Person may be deemed to beneficially own the shares owned by Biofrontera AG because of her position as the sole member of the management board of Biofrontera AG. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her indirect pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(2) | The convertible preferred stock is convertible at any time, at the holder's election, and has no expiration date. |
Remarks: Biofrontera AG has entered into an agreement with the Issuer pursuant to which Biofrontera AG may appoint one representative to the board of directors of the Issuer. Dr. Heikki Lanckriet has been deputized to represent Biofrontera AG on the board of directors of the Issuer. By virtue of Dr. Lanckriet's representation and the Reporting Person's position as the sole member of the management board of Biofrontera AG, 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. |