SEC Form 3 · accession 0001104659-15-049005

Conformis Inc · CFMS

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

Reporting owner

aeris CAPITAL Archer L.P.

10% Owner

Period of report

Jun 30, 2015

Accepted (ET)

Jun 30, 2015 · 6:32 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001305773

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	holding	—	—		—	261,765	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series D Preferred Stock^F1	—	holding	—	—	—	—	—	Common Stock	676,899	—	D
Series E-1 Preferred Stock^F2	—	holding	—	—	—	—	—	Common Stock	187,500	—	D
Series E-2 Preferred Stock^F3	—	holding	—	—	—	—	—	Common Stock	336,476	—	D
Common Stock Warrant (right to buy)^F4	$9.00	holding	—	—	—	—	—	Common Stock	66,666	—	D
Common Stock Warrant (right to buy)^F5	$9.00	holding	—	—	—	—	—	Common Stock	33,333	—	D
Common Stock Warrant (right to buy)^F6	$9.00	holding	—	—	—	—	—	Common Stock	33,333	—	D
Common Stock Warrant (right to buy)^F7	$9.00	holding	—	—	—	—	—	Common Stock	33,333	—	D
Series D Preferred Stock Warrant (right to buy)^F8	—	holding	—	—	—	—	—	Series D Preferred Stock	83,333	—	D

Explanation of responses

F1The Series D Preferred Stock is convertible into Common Stock on a two-for-one basis into the number of shares of Common Stock as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
F2The Series E-1 Preferred Stock is convertible into Common Stock on a two-for-one basis into the number of shares of Common Stock as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
F3The Series E-2 Preferred Stock is convertible into Common Stock on a two for-one basis into the number of shares of Common Stock as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date.
F4The Warrant to purchase Common Stock as shown in column 3 is exercisable at any time at the holder's election prior to the earlier of December 31, 2016 or the occurrence of a merger, consolidation or sale of substantially all of the assets of the Issuer.
F5The Warrant to purchase Common Stock as shown in column 3 is exercisable at any time at the holder's election prior to the earlier of December 31, 2016 or the occurrence of a merger, consolidation or sale of substantially all of the assets of the Issuer.
F6The Warrant to purchase Common Stock as shown in column 3 is exercisable at any time at the holder's election prior to the earlier of December 31, 2016 or the occurrence of a merger, consolidation or sale of substantially all of the assets of the Issuer.
F7The Warrant to purchase Common Stock as shown in column 3 is exercisable at any time at the holder's election prior to the earlier of December 31, 2016 or the occurrence of a merger, consolidation or sale of substantially all of the assets of the Issuer.
F8The Series D Preferred Stock Warrants are exercisable for such shares of Series D Preferred Stock at an exercise price of $6.00 per share. Upon the closing of the Issuer's initial public offering, the Warrants will automatically become exercisable for 41,666 shares of Common Stock at an exercise price of $12.00 per share. The Warrants are exercisable at any time at the holder's election prior to the earlier of December 31, 2016 or the occurrence of a merger, consolidation or sale of substantially all of the assets of the Issuer.