SEC Form 4 · accession 0001179110-15-010186
YIELD10 BIOSCIENCE, INC. · YTEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthew Strobeck
Director
Period of report
Jun 19, 2015
Accepted (ET)
Jun 23, 2015 · 4:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001121702
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | Jun 19, 2015 | P | 101,970 | $3.32 | A | 1,486,136 | D | |
| Common StockF2,F3 | Jun 19, 2015 | P | 43,700 | $3.32 | A | 710,366 | I | Owned by Birchview Fund LLC |
| Common StockF3,F4 | holding | — | — | — | 66,664 | I | Owned as custodian | |
| Common StockF3,F5 | holding | — | — | — | 14,949 | I | By spouse as custodian UGMA for children | |
| Common StockF3,F6 | holding | — | — | — | 6,819 | I | As trustee |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock WarrantsF1 | $3.98 | Jun 19, 2015 | P | 91,773 | A | Jun 29, 2015 | Jun 29, 2019 | Common Stock | 91,773 | 91,773 | D |
| Common Stock WarrantsF2 | $3.98 | Jun 19, 2015 | P | 39,330 | A | Jun 19, 2015 | Jun 19, 2019 | Common Stock | 39,330 | 39,330 | I |
Explanation of responses
- F1The reported securities are included in 101,970 units of Issuer securities (the "Units") purchased by the reporting person for $3.4325 per Unit pursuant to a Securities Purchase Agreement, dated June 15, 2015 (the "Securities Purchase Agreement") by and among the Issuer, the reporting person and certain other qualified institutional and individual investors. Each Unit consists of one share of the Issuer's Common Stock, par value $0.01 per share ("Common Stock") and and nine-tenths of a Common Stock warrant to purchase one share of Common Stock at an exercise price of $3.98 per share (subject to adjustment in the event of stock splits, stock dividends, reclassifications and the like).
- F2The reported securities are included in 43,700 Units purchased by Birchview Fund, LLC (the "Fund") for $3.4325 per Unit pursuant to the Securities Purchase Agreement. Mr. Strobeck is the sole member of Birchview Capital GP, LLC (the "GP"), the general partner of Birchview Capital, LP (the "Investment Manager"), which is the investment Manager of the Fund) and the sole member of Birchview Partners, LLC (the "Manager"), which is a member of the Fund. Mr. Strobeck disclaims Section 16 beneficial ownership of the shares of Common Stock held by the Fund (collectively, the "Fund Shares") and this report shall not be deemed an admission that such reporting person is the beneficial owner of such Fund Shares, except to the extent of his pecuniary interest, if any, in the Fund Shares by virtue of his membership interest in the GP.
- F3The shares of Common Stock reported herein give effect to the 1-for-6 reverse stock split which became effective in accordance with the terms of the Certificate of Amendment to the Company's Amended and Restated Certificate of Incorporation filed with the Secretary of State of Delaware on May 26, 2015.
- F4The reported securities are held in accounts for minor children for which the reporting person serves as a custodian. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F5The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F6These shares are held indirectly by a trust for the benefit of the reporting person's children. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in them.