SEC Form 4 · accession 0001437749-17-005017
Sun BioPharma, Inc. · SNBP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paul W. Schaffer
Director
Period of report
Mar 17, 2017
Accepted (ET)
Mar 21, 2017 · 5:09 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001029125
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible Promissory NoteF2,F1,F3 | $1.01 | Mar 17, 2017 | A | 50,000 | A | Mar 17, 2017 | Dec 1, 2018 | Common Stock | 49,505 | 50,000 | D |
Explanation of responses
- F1Convertible into issuer common stock a price of $1.01 per share upon reporting person's election. Upon a "qualified financing", automatically converts into common stock at the foregoing price per share or (if less) a price representing a 33% discount from either (a) the price per share of common stock (if any) offered in such financing or (b) the closing price of issuer common stock on the date the material terms of such financing are first publicly announced, subject to reporting person's right to elect an alternate conversion into the securities then offered at a 10% discount to the price paid in the financing. Upon a corporate transaction, automatically converts into common stock at a price equal to $30 million divided the number of issuer common stock outstanding (calculated on a fully-diluted basis).
- F2Represents original principal amount.
- F3Represents shares of issuer common stock into which the outstanding principal amount was convertible upon the date of the transaction. Does not include shares issuable upon conversion of unpaid interest, which accrues at a rate of 5.0% per annum.