Hyperfine, Inc. — Director's Dealing 2022

Nov 1, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Hyperfine, Inc. (HYPR)
CIK: 0001833769
Period of Report: 2022-10-31

Reporting Person: Huennekens R Scott (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-10-31	Stock Option (right to buy)	$3.32	D	237437	Disposed	2032-03-29	Class A Common Stock (237437)	Direct
2022-10-31	Stock Option (right to buy)	$0.91	A	237437	Acquired	2032-03-29	Class A Common Stock (237437)	Direct
2022-10-31	Stock Option (right to buy)	$3.27	D	712312	Disposed	2031-04-27	Class A Common Stock (712312)	Direct
2022-10-31	Stock Option (right to buy)	$0.91	A	712312	Acquired	2031-04-27	Class A Common Stock (712312)	Direct
2022-10-31	Stock Option (right to buy)	$3.27	D	237437	Disposed	2031-04-27	Class A Common Stock (237437)	Direct
2022-10-31	Stock Option (right to buy)	$0.91	A	237437	Acquired	2031-04-27	Class A Common Stock (237437)	Direct
2022-10-31	Stock Option (right to buy)	$3.27	D	237437	Disposed	2031-04-27	Class A Common Stock (237437)	Direct
2022-10-31	Stock Option (right to buy)	$0.91	A	237437	Acquired	2031-04-27	Class A Common Stock (237437)	Direct

Footnotes

F1: The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on March 29, 2022. The shares underlying this option vest in full on March 29, 2027, subject to Mr. Huenneken's continued service through the vesting date.

F2: The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on December 22, 2021, of which 222,595 shares vested and the remainder of the options vesting in equal monthly installments, subject to Mr. Huennekens' continued service on each vesting date.

F3: The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on December 22, 2021. 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. Huennekens' start date and the Issuer's common stock achieving a closing price per share of $15.00 or more for at least 20 out of 30 consecutive trading days within three years of the closing of the SPAC transaction; (2) the completion of the initial public offering of Hyperfine and Liminal ("IPO") within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share that equals or exceeds 1.5 times $3.92 as adjusted.

F4: The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on December 22, 2021.

F5: 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. Huennekens' start date and the Issuer's common stock achieving a closing 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. Huennekens' start date and the Issuer's common stock achieving a closing 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. Huennekens' 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).