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DAVITA INC. — Director's Dealing 2021
Jun 26, 2021
30643_dirs_2021-06-25_106a9d82-7e1b-4b17-a010-b6325d20142d.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Miromatrix Medical Inc. (MIRO)
CIK: 0001527096
Period of Report: 2021-06-23
Reporting Person: Cheshire MD Holdings, LLC (10% Owner)
Reporting Person: DAVITA INC. (10% Owner)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2021-06-23 | Warrants | $7.5 | X | 240000 | Disposed | 2021-06-28 | Series C Preferred Stock (240000.0) | Direct |
| 2021-06-23 | Series C Preferred Stock | $ | X | 240000 | Acquired | Common Stock (250000.0) | Direct | |
| 2021-06-23 | Series C Preferred Stock | $ | S | 192000 | Disposed | Common Stock (200000.0) | Direct | |
| 2021-06-23 | Convertible Promissory Note | $7.5 | X | Disposed | 2021-09-06 | Series C Preferred Stock (956887.0) | Direct | |
| 2021-06-23 | Series C Preferred Stock | $ | X | 956887 | Acquired | Common Stock (996757.0) | Direct |
Footnotes
F1: As a result of DaVita Inc.'s ownership interest in Cheshire MD Holdings, LLC, DaVita Inc. may be deemed to have an indirect pecuniary interest in the shares held directly by Cheshire MD Holdings, LLC.
F2: Each share of Series C Preferred Stock has no expiration date and will automatically convert into shares of Common Stock upon the closing of the Issuer's Initial Public Offering at a rate determined by dividing $7.50 by $7.20.
F3: On June 23, 2021, Cheshire MD Holdings, LLC exercised the warrant to purchase 240,000 shares of the Issuer's Series C Preferred Stock for $7.50 a share. Pursuant to the terms of the warrant, Cheshire MD Holdings, LLC paid the exercise price on a cashless basis, resulting in the Issuer withholding 192,000 of the warrant shares to pay the exercise price and issuing to Cheshire MD Holdings, LLC the remaining 48,000 shares.