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BioCardia, Inc. — Director's Dealing 2019
Aug 6, 2019
35081_dirs_2019-08-06_f526b921-6020-4add-a83e-06890713bada.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: BioCardia, Inc. (BCDA)
CIK: 0000925741
Period of Report: 2019-07-05
Reporting Person: STERTZER SIMON H (Director, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2019-08-02 | Common Stock | P | 166666 | $6 | Acquired | 642029 | Indirect |
| 2019-08-06 | Common Stock | C | 67484 | $3 | Acquired | 709513 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2019-07-05 | Convertible promissory note | $8 | P | Acquired | 2020-06-05 | Common Stock (25000) | Indirect | |
| 2019-08-02 | Warrant (right to buy) | $6.30 | P | 166666 | Acquired | 2024-08-06 | Common Stock (166666) | Indirect |
| 2019-08-06 | Convertible promissory note | $3 | C | Disposed | 2020-06-05 | Common Stock (67484) | Indirect | |
| 2019-08-06 | Warrant (right to buy) | $6.30 | P | 67484 | Acquired | 2024-08-06 | Common Stock (67484) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 230704 | Indirect |
| Common Stock | 1333 | Direct |
| Common Stock | 11656 | Indirect |
| Common Stock | 49877 | Indirect |
Footnotes
F1: These securities were issued upon automatic conversion of a Convertible Promissory Note (the "Note") purchased pursuant to a Note Purchase Agreement dated July 5, 2019, by and between the Issuer and certain investors. The principal and accrued and unpaid interest on the Note was immediately convertible into shares of common stock at $8.00 per share or, if the Note remained outstanding at the time of the closing of a public offering of the Registrant, was subject to conversion into the securities offering in the public offering at 50% of the price to the public for such securities in such offering. The Registrant closed a public offering of units, each unit consists of one share of common stock and one warrant to purchase one share of common stock on August 6, 2019 at a price of $6.00 per unit and the Note converted in accordance with its terms into units at a price of $3.00 per unit.
F2: These securities are held by the Stertzer Family Trust, of which the Reporting Person and his spouse are co-trustees.
F3: The reported securities were included within 166,666 units purchased by the Stertzer Family Trust for $6.00 per unit. Each unit consists of one share of common stock and one warrant to purchase one share of common stock.
F4: These securities are held by Windrock Enterprises L.L.C., of which the Reporting Person and his spouse are the sole members and managers.
F5: These securities are owned jointly by Dr. Simon H. Stertzer and his spouse, Kimberly Stertzer.
F6: These shares are held by the Stertzer Gamma Trust, of which the Reporting Person is the grantor.
F7: These shares are held by Stertzer Holdings LLC, and the Reporting Person may be deemed to have beneficial ownership of such shares.