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ORTHOPEDIATRICS CORP — Director's Dealing 2022
Sep 22, 2022
32906_dirs_2022-09-22_00adaf67-4f57-46b7-8281-c82d52bbd8d1.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: ORTHOPEDIATRICS CORP (KIDS)
CIK: 0001425450
Period of Report: 2022-09-20
Reporting Person: Pelizzon David R (Director, 10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2022-09-20 | Common Stock | X | 1525000 | $0.0003 | Acquired | 6901764 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2022-09-20 | Warrants (right to buy) | $0.0003 | X | 1525000 | Acquired | Common Stock (1525000) | Indirect |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 24816 | Direct |
Footnotes
F1: These securities are held directly by Squadron Capital LLC ("Squadron"). As the President and a member of the Managing Committee of Squadron, the reporting person may be deemed to be the beneficial owner of these securities. The reporting person expressly disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed to be an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
F2: Squadron beneficially owns shares of the Issuer's common stock with a market value in excess of the notification threshold of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The warrants could not be exercised until the expiration of all applicable HSR Act waiting periods or the exercise otherwise becomes exempt from the notification requirements thereunder. On September 19, 2022, the waiting period under the HSR Act expired. Once the warrants became exercisable, Squadron Capital LLC was obligated to exercise them within five (5) business days.