SEC Form 3 · accession 0000899243-18-006920

Stereotaxis, Inc. · STXS

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

DAFNA Capital Management LLC

10% Owner

Fariba Fischel Ghodsian

10% Owner

Period of report

Mar 5, 2018

Accepted (ET)

Mar 9, 2018 · 2:16 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001289340

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	holding	—	—		—	6,931,558	I	By DAFNA LifeScience, L.P.
Common Stock^F1	holding	—	—		—	6,748,996	I	By DAFNA LifeScience Select, L.P.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrants^F1,F3	$3.361	holding	—	—	—	Aug 7, 2013	Nov 11, 2018	Common Stock	357,037	—	I
Warrants^F1,F3	$3.361	holding	—	—	—	Aug 7, 2013	Nov 11, 2018	Common Stock	252,901	—	I
Warrants^F1,F3	$3.361	holding	—	—	—	Aug 7, 2013	Nov 11, 2018	Common Stock	431,419	—	I
Series A Convertible Preferred Stock^F1,F2,F3,F4	$0.65	holding	—	—	—	—	—	Common Stock	6,682,052	—	I
Series A Convertible Preferred Stock^F1,F2,F3,F4	$0.65	holding	—	—	—	—	—	Common Stock	6,682,052	—	I

Explanation of responses

F1The securities are owned directly by DAFNA LifeScience, L.P. ("LifeScience"), DAFNA LifeScience Market Neutral, L.P. ("LifeScience Neutral") and DAFNA LifeScience Select, L.P. ("LifeScience Select"). DAFNA Capital Management, LLC ("DAFNA") is the investment adviser and general partner to LifeScience and LifeScience Select and may be deemed to beneficially own the securities under Section 13(d) of the Securities Exchange Act of 1934 (the "Exchange Act"). Dr. Fariba Ghodsian is the Chief Investment Officer of DAFNA and may also be deemed to beneficially own the securities under Section 13(d) of the Exchange Act. DAFNA, Dr. Fischel, and Dr. Ghodsian disclaim beneficial ownership of the securities for purposes of Section 16 of the Exchange Act.
F2The Series A Convertible Preferred Stock is convertible at the election of the holder at any time and has no expiration date.
F3The conversion of the Series A convertible preferred stock and exercise of the warrants are restricted to the extent that, upon such conversion or exercise, the number of shares of common stock then beneficially owned by the holder of such securities and its affiliates would exceed 4.99% of the total number of shares of common stock then outstanding.
F4The number of shares is based on the initial conversion price of $.65. The conversion price is subject to adjustment. For purposes of determining the number of shares of common stock upon conversion, the value of the convertible preferred stock will be increased by the amount of dividends at a rate of 6% per annum, which will be cumulative and accrue daily from the date of issuance on the $1,000 stated value.