Statement of Changes in Beneficial Ownership (4)
April 27 2023 - 4:34PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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Bhat Laxminarayan |
2. Issuer Name and Ticker or Trading Symbol
REVIVA PHARMACEUTICALS HOLDINGS, INC.
[
RVPH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President and CEO |
(Last)
(First)
(Middle)
C/O REVIVA PHARMACEUTICALS HOLDINGS, INC, 19925 STEVENS CREEK BLVD, SUITE 100 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/25/2023 |
(Street)
CUPERTINO, CA 95014 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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(City)
(State)
(Zip)
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Rule 10b5-1(c) Transaction Indication
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to
satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option (right to buy) | $6.74 | 4/25/2023 | | A | | 443000 | | (1) | 4/24/2033 | Common Stock, par value $0.0001 per share | 443000 | $0 | 443000 | D | |
Stock Option (right to buy) | $6.74 | 4/25/2023 | | A | | 150000 | | (2) | 4/24/2033 | Common Stock, par value $0.0001 per share | 150000 | $0 | 150000 | I | By Spouse |
Explanation of Responses: |
(1) | Represents an option award granted to Dr. Laxminarayan Bhat, the Issuer's President and Chief Executive Officer (the "Reporting Person"), by the Issuer's compensation committee on April 25, 2023 (the "Grant Date") in accordance with the terms of the Issuer's 2020 Equity Incentive Plan (the "2020 Plan"). The option vested as to fifty percent (50%) of the shares subject thereto on the Grant Date, and will vest as to an additional 1.389% of the shares subject thereto on the last day of each month thereafter. The exercise price is based on the closing price of the Issuer's common stock on the Grant Date in accordance with the terms of the 2020 Plan. |
(2) | Represents an option award granted to Ms. Seema Bhat, the Issuer's Vice President for Program & Portfolio Management and the spouse of the Reporting Person, by the Issuer's compensation committee on April 25, 2023 (the "Grant Date") in accordance with the terms of the 2020 Plan. The option vested as to fifty percent (50%) of the shares subject thereto on the Grant Date, and will vest as to an additional 1.389% of the shares subject thereto on the last day of each month thereafter. The exercise price is based on the closing price of the Issuer's common stock on the Grant Date in accordance with the terms of the 2020 Plan. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Bhat Laxminarayan C/O REVIVA PHARMACEUTICALS HOLDINGS, INC 19925 STEVENS CREEK BLVD, SUITE 100 CUPERTINO, CA 95014 | X | X | President and CEO |
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Signatures
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/s/ Narayan Prabhu, Attorney-in-Fact | | 4/27/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | 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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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. |
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