SEC Form 4 · accession 0000899243-18-019313
EyePoint, Inc. · EYPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
EW Healthcare Partners, L.P.
10% Owner
Essex Woodlands Fund IX-GP, L.P.
10% Owner
Essex Woodlands IX, LLC
10% Owner
EW Healthcare Partners-A, L.P.
10% Owner
Period of report
Jun 25, 2018
Accepted (ET)
Jul 3, 2018 · 6:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001314102
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.001 par valueF1,F2 | Jun 25, 2018 | P | 16,211,822 | $1.265 | A | 25,470,390 | D | |
| Common Stock, $0.001 par valueF1,F2 | Jun 25, 2018 | P | 652,244 | $1.265 | A | 25,470,390 | I | EW Healthcare Partners-A L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF1,F5,F3,F4 | — | Jun 25, 2018 | P | 16,211,822 | A | — | — | Common Stock | 16,211,822 | 16,864,066 | D |
| WarrantF1,F5,F3,F4 | — | Jun 25, 2018 | P | 652,244 | A | — | — | Common Stock | 652,244 | 16,864,066 | I |
Explanation of responses
- F1The purchase price is the price of one Unit ("Unit"), with each Unit consisting of (a) one share of common stock and (b) one warrant to purchase a share of common stock.
- F2Includes 24,485,283 shares held by EW Healthcare Partners L.P. ("EWHP") and 985,107 shares held by EW Healthcare Partners-A L.P. ("EWHP-A"). Essex Woodlands Fund IX-GP, L.P. ("Fund IX-GP") is the general partner of EWHP and EWHP-A, respectively. Essex Woodlands IX, LLC (the "General Partner") is the general partner of Fund IX-GP. The General Partner holds sole voting and dispositive power over the shares held by EWHP and EWHP-A. The managers of the General Partner are Martin P. Sutter, R. Scott Barry, Ronald Eastman (also a member of the Issuer's board of directors), Petri Vainio and Steve Wiggins (collectively, the "Managers"), and may exercise voting and investment control over the shares only by the majority action of the Managers.
- F3The exercise price of each of the warrants will be an amount equal to the lower of (a) $1.43 or (b) a 20% discount to the volume weighted average price of the shares of Common Stock on the Nasdaq Stock Market for the 20 trading days immediately prior to the exercise of a warrant; provided, however, that the exercise price cannot be lower than $0.88.
- F4These securities are excercisable on or prior to the fifteenth (15) business day following the date on which EWHP and EWHP-A receive notice from the Issuer that the Centers for Medicare & Medicaid Services has announced that a new C-Code has been established for DexycuTM.
- F5Includes 16,211,864 warrant shares held by EWHP and 652,244 shares held EWHP-A. Fund IX-GP is the general partner of EWHP and EWHP-A, respectively. General Partner is the general partner of Fund IX-GP. The General Partner holds sole voting and dispositive power over the shares held by EWHP and EWHP-A. The Managers of the General Partner may exercise voting and investment control over the warrant shares only by the majority action of the Managers.