Hyperfine, Inc. — Director's Dealing 2021

Dec 24, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hyperfine, Inc. (HYPR)
CIK: 0001833769
Period of Report: 2021-12-22

Reporting Person: Scott David D (Director, Chief Executive Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-12-22	Stock Option (right to buy)	$3.27	A	1899500	Acquired	2031-04-27	Class A Common Stock (1899500)	Direct
2021-12-22	Stock Option (right to buy)	$3.27	A	474875	Acquired	2031-04-27	Class A Common Stock (474875)	Direct
2021-12-22	Stock Option (right to buy)	$3.27	A	474875	Acquired	2031-04-27	Class A Common Stock (474875)	Direct

Footnotes

F1: The shares underlying this option vest as to 25% on June 30, 2022, with the remainder vesting in 36 equal monthly installments thereafter, subject to Mr. Scott's continued service through the applicable vesting date.

F2: In connection with the closing of the transactions contemplated by the Business Combination Agreement, dated as of July 7, 2021, by and among HealthCor Catalio Acquisition Corp. ("HealthCor"), Optimus Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor ("Merger Sub I"), Optimus Merger Sub II, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor ("Merger Sub II"), Hyperfine, Inc., a Delaware corporation ("Hyperfine"), and Liminal Sciences, Inc., a Delaware corporation ("Liminal"), pursuant to which Merger Sub I merged with and into Hyperfine (the "Hyperfine Merger"),

F3: with Hyperfine surviving the Hyperfine Merger as a wholly owned subsidiary of HealthCor, and Merger Sub II merged with and into Liminal (the "Liminal Merger" and, together with the Hyperfine Merger, the "Mergers"), with Liminal surviving the Liminal Merger as a wholly owned subsidiary of HealthCor (which changed its name to "Hyperfine, Inc.", the "Issuer"), this stock option was received in exchange for a stock option to acquire 5,800,000 shares of Hyperfine common stock for $1.07 per share.

F4: The shares underlying this option vest and will become exercisable upon the first to occur of the following: (1) the completion of a business combination that results in the operating business of Hyperfine and Liminal becoming a publicly traded company (a "SPAC transaction") within two years of Mr. Scott's start date and the common stock of the Issuer achieving a closing price per share of $15.00 or more for at least 20 out of 30 consecutive trading days within two years of the closing of the SPAC transaction;

F5: (2) the completion of the initial public offering of Hyperfine and Liminal ("IPO") within two years of Mr. Scott's start date and the common stock of the Issuer achieving a closing price per share that equals or exceeds 1.5 times $3.92 (as adjusted) within two years of the closing of the IPO; or (3) the closing of a private financing round within two years of Mr. Scott's start date in which $50 million or more is raised and Hyperfine's stock price per share equals or exceeds 1.5 times $3.92 (as adjusted).

F6: Received in connection with the Mergers in exchange for a stock option to acquire 1,450,000 shares of Hyperfine common stock for $1.07 per share.

F7: The shares underlying this option vest and will become exercisable upon the first to occur of the following: (1) the completion of a SPAC transaction within two years of Mr. Scott's start date and the Issuer's common stock achieving a price per share of $30.00 or more for at least 20 out of 30 consecutive trading days within four years of the closing of the SPAC transaction; (2) the completion of an IPO within two years of Mr. Scott's start date and the Issuer's common stock achieving a price per share that equals or exceeds 3.0 times $3.92 (as adjusted) within four years of the closing of the IPO; or (3) the closing of a private financing round within four years of Mr. Scott's start date in which $50 million or more is raised and Hyperfine's stock price per share equals or exceeds 3.0 times $3.92 (as adjusted).

F8: Received in connection with the Mergers in exchange for a stock option to acquire 1,450,000 shares of Hyperfine common stock for $1.07 per share.