AI assistant
Nuburu, Inc. — Director's Dealing 2023
Jun 28, 2023
35022_dirs_2023-06-27_0e7d977e-476f-4d4a-9d11-2c35eba6463e.zip
Director's Dealing
Open in viewerOpens in your device viewer
SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Nuburu, Inc. (BURU)
CIK: 0001814215
Period of Report: 2023-06-23
Reporting Person: Seldin David (Director)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2023-06-23 | 7% Convertible Promissory Note due 2026 | $0.688 | A | Acquired | 2026-06-23 | Common Stock (1744186) | Direct | |
| 2023-06-23 | Warrant (right to buy) | $1.03 | A | 1744186 | Acquired | 2028-06-23 | Common Stock (1744186) | Direct |
Footnotes
F1: Convertible promissory notes with an aggregate principal amount of $1,200,000 ("Convertible Notes") were issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. (the "Issuer") and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Convertible Notes and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Convertible Notes into shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Convertible Notes). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum, but it is not due and payable until the maturity date.
F2: (Continued from Footnote 1) All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Convertible Notes, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.
F3: This purchase was exempted pursuant to Rule 16b-3(d) under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
F4: Subject to adjustment pursuant to the terms of the warrants to purchase shares of Common Stock (the "Warrants") issued on June 23, 2023 pursuant to the Purchase Agreement.
F5: The Warrants were issued pursuant to the Purchase Agreement in connection with the purchase of the Convertible Notes as partial consideration for the Convertible Notes.