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
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
JOHNSON & JOHNSON

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Aldeyra Therapeutics, Inc. [ ALDX ]
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)
05/01/2014
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 05/01/2014 C 1,724,478 A $0(2) 1,724,478 I Johnson & Johnson Development Corporation(1)
Common Stock 05/01/2014 M 36,345 A $5.16 1,760,823 I Johnson & Johnson Development Corporation(1)
Common Stock 05/01/2014 F 23,438 D $8 1,737,385 I Johnson & Johnson Development Corporation(1)
Common Stock 05/01/2014 M 36,345 A $5.16 1,773,730 I Johnson & Johnson Development Corporation(1)
Common Stock 05/01/2014 F 23,438 D $8 1,750,292 I Johnson & Johnson Development Corporation(1)
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 A Preferred Stock (2) 05/01/2014 C 385,800 (2) (2) Common Stock 915,366 $0 0 I By Johnson & Johnson Development Corporation(1)
Non-Voting Series A Preferred Stock (2) 05/01/2014 C 104,396 (2) (2) Common Stock 247,694 $0 0 I By Johnson & Johnson Development Corporation(1)
Series B Preferred Stock (2) 05/01/2014 C 427,591 (2) (2) Common Stock 427,591 $0 0 I By Johnson & Johnson Development Corporation(1)
Non-Voting Series B Preferred Stock (2) 05/01/2014 C 133,827 (2) (2) Common Stock 133,827 $0 0 I By Johnson & Johnson Development Corporation(1)
Series B Preferred Stock Warrant (Right to Buy) $5.16 05/01/2014 M 36,345 (2)(3) 12/20/2017 Common Stock(2)(3) 36,345 $0 0 I By Johnson & Johnson Development Corporation(1)
Series B Preferred Stock Warrant (Right to Buy) $5.16 05/01/2014 M 36,345 (2)(3) 08/14/2018 Common Stock(2)(3) 36,345 $0 0 I By Johnson & Johnson Development Corporation(1)
1. Name and Address of Reporting Person*
JOHNSON & JOHNSON

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(City) (State) (Zip)
1. Name and Address of Reporting Person*
JOHNSON & JOHNSON DEVELOPMENT CORP ET AL

(Last) (First) (Middle)
ONE JOHNSON & JOHNSON PLAZA

(Street)
NEW BRUNSWICK NJ 08933

(City) (State) (Zip)
Explanation of Responses:
1. The securities reported as being indirectly beneficially owned by the designated Reporting Person are directly beneficially owned by Johnson & Johnson Development Corporation, a wholly-owned subsidiary of the designated Reporting Person.
2. All outstanding shares of the Issuer's preferred stock automatically converted into Common Stock immediately following declaration of effectiveness of the Issuer's Registration Statement for no additional consideration. Each share of Series A Preferred Stock and Non-Voting Series A Preferred Stock converted into shares of Common Stock on a 2.3726-for-1 basis and each share of Series B Preferred Stock and Non-Voting Series B Preferred Stock automatically converted into shares of Common Stock on a 1-for-1 basis.
3. All outstanding warrants were net exercised for shares of the Issuer's Series B Preferred Stock and subsequently automatically converted into Common Stock following declaration of effectiveness of the Issuer's Registration Statement for no additional consideration. Each share of Series B Preferred Stock automatically converted into shares of Common Stock on a 1-for-1 basis.
Remarks:
Douglas Chia, Secretary of Johnson & Johnson 05/02/2014
Steven M. Rosenberg, Secretary of Johnson & Johnson Development Corporation 05/02/2014
** 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.