SEC Form 4 · accession 0000899243-18-029477
VAPOTHERM INC · VAPO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
MORGENTHALER VENTURE PARTNERS IX LP
10% Owner
Period of report
Nov 16, 2018
Accepted (ET)
Nov 20, 2018 · 5:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001253176
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 16, 2018 | C | 921,348 | — | A | 921,348 | D | |
| Common StockF2 | Nov 16, 2018 | C | 61,342 | — | A | 982,690 | D |
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 StockF3,F1 | — | Nov 16, 2018 | C | 214,285 | D | — | — | Common Stock | 214,285 | 0 | D |
| Series B Convertible Preferred StockF3,F1 | — | Nov 16, 2018 | C | 217,803 | D | — | — | Common Stock | 217,803 | 0 | D |
| Series C Convertible Preferred StockF3,F1 | — | Nov 16, 2018 | C | 359,842 | D | — | — | Common Stock | 359,842 | 0 | D |
| Series D Convertible Preferred StockF3,F1 | — | Nov 16, 2018 | C | 129,418 | D | — | — | Common Stock | 129,418 | 0 | D |
| Series D-1 Convertible Preferred StockF3,F2 | — | Nov 16, 2018 | C | 61,342 | D | — | — | Common Stock | 61,342 | 0 | D |
Explanation of responses
- F1Upon closing of the Issuer's initial public offering, each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into one share of Common Stock without payment or further consideration. There was no expiration date for the Series A Convertible Preferred Stock, the Series B Convertible Preferred Stock, the Series C Convertible Preferred Stock or the Series D Convertible Preferred Stock.
- F2Upon closing of the Issuer's initial public offering, each share of Series D-1 Convertible Preferred Stock automatically converted into 1.137 shares of Common Stock without payment or further consideration. There was no expiration date for the Series D-1 Convertible Preferred Stock.
- F3The securities are held by Morgenthaler Venture Partners IX, L.P. ("MVP IX"). The general partner of MVP IX is Morgenthaler Management Partners IX, LLC ("MMP IX"). MMP IX may be deemed to indirectly beneficially own the securities directly held by MVP IX. MMP IX disclaims beneficial ownership of the securities held by MVP IX except to the extent of its pecuniary interest therein.