SEC Form 4 · accession 0000908662-18-000165
ReShape Lifesciences Inc. · RSLS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Joseph Patrick Healey
10% Owner
Arthur Bruce Cohen
10% Owner
HealthCor Partners GP, LLC
10% Owner
HealthCor Partners Management LP
10% Owner
Jeffrey C Lightcap
10% Owner
HealthCor Partners Fund II, L.P.
10% Owner
HealthCor Partners II, L.P.
10% Owner
Period of report
Dec 19, 2017
Accepted (ET)
Jun 5, 2018 · 4:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001371217
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1,F2,F3 | Dec 19, 2017 | C | 136,580 | — | A | 174,472 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series C Convertible Preferred Stock, par value $0.01F5,F3,F2,F4 | — | Dec 19, 2017 | C | 20,487 | D | Dec 19, 2017 | — | Common Stock | 136,580 | 26,200 | D |
Explanation of responses
- F1Share amounts and ratios reflect the 15-for-1 reverse stock split effected June 4, 2018.
- F2Automatic conversion of 20,487 shares of Series C Preferred Stock into shares of Common Stock at a conversion ratio of 1:6.6667.
- F3HealthCor Partners Fund II, L.P. ("HCPII Fund") is the direct beneficial owner of the securities reported herein. The shares held by HCPII Fund may be deemed to be beneficially owned by HealthCor Partners II, L.P. ("HCP2LP"), its general partner, and by HealthCor Partners GP, LLC ("HCPGP"), the general partner of HCP2LP. HealthCor Partners Management, L.P. ("HPMLP") serves as the investment manager to HCPII Fund, and HealthCor Partners Management GP, LLC ("HCPMGP") serves as the general partner of HPMLP. Jeffrey C. Lightcap, Arthur Cohen and Joseph Healey are managing members of HCPMGP and HCPGP. Each reporting person disclaims beneficial ownership of shares held by HCPII Fund except to the extent of any pecuniary interest therein.
- F4N/A
- F5Issued as merger consideration.