ELUTIA INC. — Director's Dealing 2020

Oct 8, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: AZIYO BIOLOGICS, INC. (AZYO)
CIK: 0001708527
Period of Report: 2020-10-07

Reporting Person: LLOYD RONALD K. (Director, President and CEO)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Class A Common Stock (14586)		Direct
Stock Option (Right to Buy)	$5.5819	2025-05-31	Class A Common Stock (152849)		Direct
Stock Option (Right to Buy)	$10.3266	2026-06-03	Class A Common Stock (2579)		Direct

Footnotes

F1: The Series A preferred stock is convertible at any time, at the holder's election and has no expiration date. Each share of preferred stock shall be automatically converted into 0.071659417 shares of the Issuer's Class A common stock (the "Conversion Shares") upon the closing of the Issuer's initial public offering. In addition, if the Issuer consummates an underwritten initial public offering of its Class A common stock, then, immediately prior to the consummation of such offering, each holder of Series A preferred stock shall receive, for each share of Series A preferred stock then held, a number of shares of Class A common stock (the "Preference Shares") equal to $13.9549 divided by the price per share of Class A common stock in such offering.

F2: The number of shares of Class A common stock underlying shares of Series A preferred stock set forth on this Form 3 (i) includes both Conversion Shares and Preference Shares and (ii) for purposes of calculating the number of Preference Shares, assumes a price per share of Class A common stock of $17.00 in the Issuer's underwritten initial public offering.

F3: This option vests as to 25% of the underlying shares on June 1, 2019 and in 12 equal quarterly installments thereafter, commencing on August 31, 2019 and that such that the option shall be fully vested and exercisable on August 31, 2022.

F4: This option is fully vested.