SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO §240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2.
RELMADA THERAPEUTICS, INC.
(Name of Issuer)
COMMON STOCK, $0.001 PAR VALUE PER SHARE
(Title of Class of Securities)
75955J 204
(CUSIP Number)
Bruce C. Conway
5403 Drane Drive
Dallas, Texas 75209
(214) 351-4897
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September 28, 2017
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| ☐ | Rule 13d-1(b) | |
| ☒ | Rule 13d-1(c) | |
| ☐ | Rule 13d-1(d) |
CUSIP No. 75955J204
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|
NAMES OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Bruce C. Conway | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) ☐ | ||
| (b) ☐ | |||
| 3 | SEC USE ONLY
| ||
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER
1,500,000 | |
| 6 | SHARED VOTING POWER
| ||
| 7 | SOLE DISPOSITIVE POWER
1,500,000 | ||
| 8 | SHARED DISPOSITIVE POWER
| ||
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500,000 (1) | ||
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) ☐
| ||
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.7% (1) | ||
| 12 | TYPE OF REPORTING PERSON*
IN | ||
(1) Based on 12,528,120 shares of Common Stock outstanding as of September 28, 2017, and assuming the (i) conversion of convertible promissory notes into 1,000,000 shares and (ii) the exercise of warrants to purchase 500,000 shares.
| 2 |
| Item 5. | Ownership of Five Percent or Less of a Class. |
Not applicable.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not Applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported by the Parent Holding Company. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of Group. |
Not applicable.
| Item 10. | Certifications. |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
| 3 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| BRUCE C. CONWAY | |
| /s/ Bruce C. Conway | |
| Date: October 10, 2017 |
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