SEC Form 4 · accession 0001289340-18-000041

Stereotaxis, Inc. · STXS

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

Reporting owner

Director · 10% Owner

Period of report

Mar 5, 2018

Accepted (ET)

Mar 5, 2018 · 6:01 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	Mar 5, 2018	X	12,307,692	$0.28	A	13,680,554	I	See footnote 1
Common Stock	holding	—	—		—	74,500	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Common Stock Warrant (right to buy)^F2,F3,F1	$0.70	Mar 1, 2018	D	12,307,692	D	Sep 29, 2016	Sep 29, 2021	Common Stock	12,307,692	0	I
Common Stock Warrant (right to buy)^F2,F3,F1	$0.28	Mar 1, 2018	A	12,307,692	A	Sep 29, 2016	Sep 29, 2021	Common Stock	12,307,692	12,307,692	I
Common Stock Warrant (right to buy)^F1	$0.28	Mar 5, 2018	X	12,307,692	D	Sep 29, 2016	Sep 29, 2021	Common Stock	12,307,692	0	I

F1Held by funds of which DAFNA Capital Management, LLC, a Delaware limited liability company, is the investment manager and general partner. Dr. Fischel is the Chief Executive Officer, of DAFNA Capital Management, LLC.
F2On February 28, 2018, the issuer and certain holders of outstanding warrants issued pursuant to the Stock Purchase Agreement dated September 26, 2016, including the reporting person, entered into an amendment to the warrants. The amendment provided that the exercise price of the warrants would be reduced for a limited period of time, provided that at least $6 million of warrants was exercised during the limited period. This condition was satisfied on March 1, 2018.
F3The transactions reported in the first two lines of Table II above report the amendment of the warrant to temporarily reduce the exercise price from $0.70 per share to $0.28 per share. The amendment is reported as the disposition of the old warrant and the acquisition of a new one. The amendment to the warrant was approved by a transaction committee consisting solely of independent directors for purposes of Rules 16b-3(d) and (e).