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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 | ||||||||
| Stock Option (right to buy) | $ 0.145 | 12/31/2010 | A | 5,000,000 | (4) | 12/09/2015 | Common Stock | 5,000,000 | $ 0 | 5,000,000 | I | See Footnotes (1) (2) (3) (4) | |||
| Stock Option (right to buy) | $ 0.145 | 12/31/2010 | A | 5,000,000 | (5) | 12/09/2015 | Common Stock | 5,000,000 | $ 0 | 10,000,000 | I | See Footnotes (1) (2) (3) (5) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Harborview Advisors, LLC 850 THIRD AVENUE, SUITE 1801 NEW YORK, NY 10022 |
X | |||
| HARBORVIEW MASTER FUND LP 850 THIRD AVENUE SUITE 1801 NEW YORK, NY 10022 |
X | |||
| Harborview Value Master Fund, L.P. 850 THIRD AVENUE SUITE 1801 NEW YORK, NY 10022 |
X | |||
| ROSENBLUM RICHARD 850 THIRD AVENUE SUITE 1801 NEW YORK, NY 10022 |
X | X | President | |
| STEFANSKY DAVID 850 THIRD AVENUE SUITE 1801 NEW YORK, NY 10022 |
X | X | Chairman | |
| HARBORVIEW MASTER FUND, L.P., By: Harborview Advisors, LLC, Its: General Partner, By: /s/ Richard Rosenblum, Name: Richard Rosenblum, Title: Managing Member | 01/04/2011 | |
| **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) | This statement is jointly filed by and on behalf of each of Harborview Master Fund, L.P. ("Harborview Master Fund"), Harborview Value Master Fund, L.P. ("Harborview Value Fund"), Harborview Advisors, LLC ("Harborview Advisors"), Richard Rosenblum and David Stefansky. Messrs. Rosenblum and Stefansky are the record and direct beneficial owners of the securities covered by this statement. Harborview Advisors is the general partner of, and may be deemed to beneficially own securities owned by, each of Harborview Master Fund and Harborview Value Fund. Messrs. Rosenblum and Stefansky are the managing members of, and may be deemed to beneficially own securities owned by, Harborview Advisors. |
| (2) | Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities. |
| (3) | Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer. |
| (4) | Represents stock options granted to Mr. Rosenblum pursuant to the Alliqua, Inc. (the "Company") 2001 Incentive Stock Plan on December 9, 2010 and accepted by Mr. Rosenblum on December 31, 2010 (the "Transaction Date"). These shares vest as follows: (i) 1,000,000 of the options vested immediately, (ii) 1,000,000 of the options vested on January 3, 2011 upon the creation of a Board of Directors of the Company that fully complied with the Corporate Governance Requirements set forth in Sections 801-809 of the NYSE Amex Rules, and (iii) 3,000,000 of the options shall vest upon the listing of the Company on a national securities exchange. |
| (5) | Represents stock options granted to Mr. Stefansky pursuant to the Company 2001 Incentive Stock Plan on December 9, 2010 and accepted by Mr. Stefansky on the Transaction Date. These shares vest as follows: (i) 1,000,000 of the options vested immediately, (ii) 1,000,000 of the options vested on January 3, 2011 upon the creation of a Board of Directors of the Company that fully complied with the Corporate Governance Requirements set forth in Sections 801-809 of the NYSE Amex Rules, and (iii) 3,000,000 of the options shall vest upon the listing of the Company on a national securities exchange. |