SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
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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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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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). |
1. Name and Address of Reporting Person*
| C/O ARCTURUS THERAPEUTICS HOLDINGS INC. |
| 10628 SCIENCE CENTER DRIVE, SUITE 250 |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Arcturus Therapeutics Holdings Inc.
[ ARCT ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
|
10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
| Chief Financial Officer |
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3. Date of Earliest Transaction
(Month/Day/Year)
08/23/2019
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction 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 |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
08/23/2019 |
|
P |
|
10,000 |
A |
$10.9
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247,596 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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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 |
| Explanation of Responses: |
|
| Remarks: |
|
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/s/ Jeffrey Baumel, attorney-in-fact |
08/26/2019 |
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** 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 Number. |
EXHIBIT 24
POWER OF ATTORNEY
FOR SEC FILINGS ON FORMS ID, 3, 4, 5, 144, SCHEDULES 13D and 13G
IN RESPECT OF SECURITIES OF
ARCTURUS THERAPEUTICS HOLDINGS INC.
The undersigned hereby constitutes and appoints each of Jeffrey Baumel
and Ilan Katz as his or her true and lawful attorneys - in - fact and agents,
each with full power of substitution and resubstitution for him or her in his or
her name and stead in any and all capacities, to sign and file for and on his or
her behalf, in respect of any acquisition, disposition or other change in
ownership of any Common Stock or derivative securities thereof of Arcturus
Therapeutics Holdings Inc. (the "Company"), the following:
(i) any Form ID to be filed with the Securities and Exchange
Commission (the "SEC");
(ii) any Initial Statement of Beneficial Ownership of Securities on
Form 3 to be filed with the SEC;
(iii) any Statement of Changes of Beneficial Ownership of Securities
on Form 4 to be filed with the SEC;
(iv) any Annual Statement of Beneficial Ownership of Securities on
Form 5 to be filed with the SEC;
(v) any Notice of Proposed Sale of Securities on Form 144 to be
filed with the SEC;
(vi) and any other forms or reports the undersigned may be required
to file in connection with the undersigned's ownership,
acquisition or disposition of securities of the Company,
including Schedules 13G and 13D; and
(vii) any and all agreements, certificates, receipts, or other
documents in connection therewith. The undersigned hereby
gives full power and authority to each attorney-in-fact to
seek and obtain as the undersigned's representative and on the
undersigned's behalf, information on transactions in the
Company's securities from any third party, including brokers,
employee benefit plan administrators and trustees, and the
undersigned hereby authorizes any such person to release such
information to the undersigned and approves and ratifies any
such release of information. The undersigned hereby grants
unto each attorney-in-fact and agent full power and authority
to do and perform each and every act and thing requisite and
necessary in connection with such matters and hereby ratifies
and confirms all that any such attorney-in-fact and agent or
substitute may do or cause to be done by virtue hereof. The
undersigned acknowledges that:
(i) neither the Company nor any of such attorney-in-fact
assumes (i) any liability for the undersigned's
responsibility to comply with the requirement of the
Securities Exchange Act of 1934, as amended (the
"Exchange Act"), (ii) any liability of the undersigned
for any failure to comply with such requirements or
(iii) any obligation or liability of the undersigned for
profit disgorgement under Section 16(b) of the Exchange
Act; and
(ii) this Power of Attorney does not relieve the undersigned
from responsibility for compliance with the
undersigned's obligations under the Exchange Act,
including without limitation the reporting requirements
under Section 16 of the Exchange Act. This Power of
Attorney shall remain in full force and effect until
revoked by the undersigned in a signed writing delivered
to such attorney-in-fact.
[Signature Page Follows]
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney.
Date: August 15, 2019 /s/ Andy Sassine
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Name: Andy Sassine
