SEC FORM
3
SEC Form 3
| FORM 3 |
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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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
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1. Name and Address of Reporting Person*
| 150 ALLEN ROAD, SUITE 201 |
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(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
04/01/2019
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3. Issuer Name and Ticker or Trading Symbol
electroCore, Inc.
[ ECOR ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
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10% Owner |
| X |
Officer (give title below) |
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Other (specify below) |
| Chief Financial Officer |
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5. 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 Beneficially Owned |
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| 1. Title of Security (Instr.
4)
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2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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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 Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Stock Option |
03/11/2020
|
03/11/2029 |
Common Stock |
105,000 |
8.06 |
D |
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| Explanation of Responses: |
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| Remarks: |
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/s/ Brian Posner |
04/02/2019 |
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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
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). |
| 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. |
POWER OF ATTORNEY
FOR SEC FILINGS ON FORMS ID, 3, 4, 5, 144, SCHEDULES 13D and 13G
IN RESPECT OF SECURITIES OF
ELECTROCORE, INC.
The undersigned hereby constitutes and appoints each of John Cleary, Ira
Kotel, Brian Lee and Chris Errico as his true and lawful attorneys-in-fact and
agents, each with full power of substitution and resubstitution for him in his
name and stead in any and all capacities, to sign and file for and on his
behalf, in respect of any acquisition, disposition or other change in ownership
of any Common Stock or derivative securities thereof of electroCore, 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: April 2, 2019 /s/ Brian Posner
-------------------------
Brian Posner
