SEC Form 4 · accession 0001209191-15-042270
HTG MOLECULAR DIAGNOSTICS, INC · HTGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Harry A. George
Director
Period of report
May 11, 2015
Accepted (ET)
May 13, 2015 · 4:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001169987
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 11, 2015 | C | 17,321 | — | A | 122,008 | I | By Entities affiliated with Solstice Capital |
| Common StockF1,F2 | May 11, 2015 | C | 21,180 | — | A | 143,188 | I | By Entities affiliated with Solstice Capital |
| Common StockF1,F3,F2 | May 11, 2015 | C | 1,178 | — | A | 144,366 | I | By Entities affiliated with Solstice Capital |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Convertible Preferred StockF2,F1 | — | May 11, 2015 | C | 574,212 | D | — | — | Common Stock | 17,321 | 0 | I |
| Series B Convertible Preferred StockF2,F1 | — | May 11, 2015 | C | 1,895,946 | D | — | — | Common Stock | 21,180 | 0 | I |
| Series D Convertible Preferred Stock Warrant (right to buy)F2,F3 | — | May 11, 2015 | X | 126,535 | D | Jul 30, 2010 | Jul 29, 2020 | Series D Convertible Preferred Stock | 126,535 | 0 | I |
| Series D Convertible Preferred StockF2,F4 | — | May 11, 2015 | X | 126,535 | A | — | — | Common Stock | 1,178 | 126,535 | I |
| Series D Convertible Preferred StockF2,F1 | — | May 11, 2015 | C | 126,535 | D | — | — | Common Stock | 1,178 | 0 | I |
Explanation of responses
- F1Automatic conversion, in connection with the Issuer's initial public offering, of preferred stock into shares of common stock on a 1 for 107.39 basis, after accounting for any applicable antidilution adjustments. The shares have no expiration date.
- F2The Reporting Person is the managing member of Solstice Capital and has joint voting and investment power over the shares held by Solstice Capital.
- F3The warrant was net exercised for shares of common stock upon the closing of the Issuer's initial public offering.
- F4The shares of Series D Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder without payment of further consideration. Each share of Series D Convertible Preferred Stock will automatically convert on a 1 for 107.39 basis into shares of Common Stock upon the closing of the Issuer's initial public offering.