Venus Concept Inc. — Director's Dealing 2019

Nov 7, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Venus Concept Inc. (VERO)
CIK: 0001409269
Period of Report: 2019-11-07

Reporting Person: Vaynberg Boris (Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-07	Common Stock	A	5333	$3.75	Acquired	5333	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-07	Employee Stock Options (right to buy)	$1.35	A	45271	Acquired	2023-12-31	Common Stock (45271)	Direct
2019-11-07	Employee Stock Options (right to buy)	$3.60	A	47001	Acquired	2024-06-01	Common Stock (47001)	Direct
2019-11-07	Employee Stock Options (right to buy)	$5.25	A	11534	Acquired	2025-04-30	Common Stock (11534)	Direct
2019-11-07	Employee Stock Options (right to buy)	$7.95	A	11534	Acquired	2028-08-08	Common Sock (11534)	Direct
2019-11-07	Warrants (right to buy)	$6.00	A	5333	Acquired	2024-11-07	Common Stock (2666.5)	Direct

Footnotes

F1: These securities were purchased from the Issuer at a purchase price of $3.75 per unit, consisting of one share of Common Stock and a warrant exercisable for 0.5 shares of Common Stock, with two warrants exercisable for one share of Common Stock at an exercise price of $6.00 per share.

F2: As of the Transaction Date, these options to acquire Common Stock of the Issuer are fully vested and exercisable.

F3: Received, in connection with the merger of a wholly-owned subsidiary of Restoration Robotics, Inc. with and into Venus Concept Ltd. (the "Merger"), in exchange for an employee stock option to acquire 78,500 Venus Concept Ltd. ordinary shares with an original exercise price of $0.75 per share.

F4: Received, in connection with the Merger, in exchange for an employee stock option to acquire 81,500 Venus Concept Ltd. ordinary shares with an original exercise price of $2.00 per share.

F5: Received, in connection with the Merger, in exchange for an employee stock option to acquire 20,000 Venus Concept Ltd. ordinary shares with an original exercise price of $3.00 per share.

F6: As of the Transaction Date, 3,362 of these options to acquire Common Stock of the Issuer are fully vested and exercisable. The remaining balance of 8,172 options vest ratably and become exercisable each month from November 8, 2019 to August 8, 2022.

F7: Received, in connection with the Merger, in exchange for an employee stock option to acquire 20,000 Venus Concept Ltd. ordinary shares with an original exercise price of $4.57 per share.