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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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*
Eastern Capital LTD

(Last) (First) (Middle)
10 MARKET STREET, #773
CAMANA BAY

(Street)
GRAND CAYMAN E9 KY1-9006

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TAPIMMUNE INC [ TPIV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/16/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1) 06/16/2015 X 5,000,000(3) A $0.5(3) 10,000,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 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: 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
Series C-1 Warrant(1)(2) $0.5(3) 06/16/2015(3) X 5,000,000 03/09/2015 03/09/2020 Common Stock 5,000,000 (2)(3) 1(3) D
1. Name and Address of Reporting Person*
Eastern Capital LTD

(Last) (First) (Middle)
10 MARKET STREET, #773
CAMANA BAY

(Street)
GRAND CAYMAN E9 KY1-9006

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Portfolio Services Ltd.

(Last) (First) (Middle)
10 MARKET STREET, # 773
CAMANA BAY

(Street)
GRAND CAYMAN E9 KY1-9006

(City) (State) (Zip)
1. Name and Address of Reporting Person*
DART KENNETH BRYAN

(Last) (First) (Middle)
P.O. BOX 31300

(Street)
GRAND CAYMAN E9 KY1-1206

(City) (State) (Zip)
Explanation of Responses:
1. 5,000,000 of the reported securities are included within 5,000,000 Units. Each Unit, as amended pursuant to the Amended and Restated Restructuring Agreement dated June 2, 2015, consists of one share of common stock, one Series A-1 Warrant exercisable in whole or in part to acquire up to 5,000,000 shares of common stock, one Series B-1 Warrant exercisable in whole or in part to acquire up to 10,000,000 shares of common stock, one Series C-1 Warrant exercisable in whole or in part to acquire up to 10,000,000 shares of common stock, one Series D-1 Warrant exercisable in whole or in part to acquire up to 5,000,000 shares of common stock and one Series E-1 Warrant exercisable in whole or in part to acquire up to 5,000,000 shares of common stock
2. Each Series C-1 Warrant allows the Reporting Persons to acquire up to 10,000,000 shares of common stock of the Issuer at an exercise price per share of $0.50 during the exercise period from March 9, 2015 until March 9, 2020. The Issuer may force the exercise of Series C-1 Warrant in the event that the closing price of the common stock is above $1.00 for 10 consecutive trading days (subject to certain conditions including minimum trading volume requirements and the non-occurrence of an Equity Conditions Failure).
3. On June 16, 2015, Eastern Capital Limited exercised part of the Issuer's Series C-1 Warrant at an exercise price of $0.50 per share and acquired an additional 5,000,000 shares of common stock. Following the transaction, the Series C-1 Warrant held by the Reporting Persons is exercisable in whole or in part to acquire up to 5,000,000 shares of common stock.
Remarks:
Eastern Capital Limited is an investment entity that owns the securities reported on this Form 4. Portfolio Services Ltd. is a holding company which owns all of the outstanding stock of Eastern Capital Limited. Kenneth B. Dart is the beneficial owner of all of the outstanding stock of Portfolio Services Ltd.
/s/Eastern Capital Limited 06/18/2015
/s/Portfolio Services Ltd. 06/18/2015
/s/Kenneth B. Dart 06/18/2015
** Signature of Reporting Person Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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