SEC Form 4 · accession 0001144204-16-127402
Nuo Therapeutics, Inc. · AURX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph Del Guercio
Director
Period of report
May 5, 2016
Accepted (ET)
Oct 7, 2016 · 4:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001091596
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.0001 per shareF1,F2,F3 | May 5, 2016 | J | 27,859 | — | A | 305,160 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The shares of Common Stock, par value $0.0001 per share (the "New Shares"), of Nuo Therapeutics, Inc. (the "Issuer") were issued to Aldagen Holdings, LLC ("Aldagen") as of May 5, 2016 pursuant to the Issuer's plan of reorganization (the "Plan of Reorganization") in exchange for equity interests of the Issuer held by Aldagen on the record date under the Plan of Reorganization (the "Old Common Stock"), then distributed to CNF Investments II, LLC ("CNF"), a member of Aldagen, on September 30, 2016 as part of a pro-rata distribution to Aldagen's members in accordance with Aldagen's operating agreement.
- F2Under the Plan of Reorganization, Aldagen received one New Share for every 41.89 shares of Old Common Stock held by it on the record date. No consideration was paid for the subsequent distribution by Aldagen to its members.
- F3All shares are owned directly by CNF. The individual managing members (collectively, the "CNF Member Managers") of CNF are Joseph Del Guercio and Robert J. Flanagan. CNF and the CNF Member Managers may share voting and dispositive power over the shares directly held by CNF. Mr. Del Guercio is Managing Director of CNF. He disclaims beneficial ownership of such securities and this report is not an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of his pecuniary interest therein.