Venus Concept Inc. — Director's Dealing 2020

Dec 18, 2020

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Venus Concept Inc. (VERO)
CIK: 0001409269
Period of Report: 2020-12-09

Reporting Person: Madryn Asset Management, LP (10% Owner)
Reporting Person: Madryn Health Partners, LP (10% Owner)
Reporting Person: Madryn Health Partners (Cayman Master), LP (10% Owner)
Reporting Person: Madryn Health Advisors, LP (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	621821	Indirect
Common Stock	1058777	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Secured Subordinated Convertible Notes	$3.25	2025-12-09	Common Stock (3039135)		Indirect
Secured Subordinated Convertible Notes	$3.25	2025-12-09	Common Stock (5174744)		Indirect
Warrants	$8.775	2026-12-01	Common Stock (66575)		Indirect
Warrants	$8.775	2026-12-01	Common Stock (113357)		Indirect

Footnotes

F1: Represents securities held directly by Madryn Health Partners, LP ("Health Partners LP"). Madryn Health Management, LP, as investment advisor for Health Partners LP, and Madryn Health Advisors, LP, as general partner of Health Partners LP, may be deemed to be beneficial owners of the shares held directly by Health Partners LP.

F2: Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.

F3: Represents securities held directly by Madryn Health Partners (Cayman Master), LP ("Cayman Master LP"). Madryn Health Management, LP, as investment advisor for Cayman Master LP, and Madryn Health Advisors, LP, as general partner of Cayman Master LP, may be deemed to be beneficial owners of the shares held directly by Cayman Master LP.