SEC Form 4 · accession 0000899243-17-027134
Niagen Bioscience, Inc. · NAGE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Ka Shing Li
10% Owner
Champion River Ventures Ltd
10% Owner
Mayspin Management Ltd
10% Owner
Prime Tech Global Ltd
10% Owner
Period of report
Nov 17, 2017
Accepted (ET)
Nov 21, 2017 · 12:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001386570
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Nov 17, 2017 | P | 731,707 | $4.10 | A | 6,500,937 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On November 17, 2017, Champion River Ventures Limited ("Champion River") acquired 731,707 shares of the Issuer's common stock pursuant to the transactions contemplated by the Securities Purchase Agreement, dated November 3, 2017 (the "SPA"), by and among the Issuer, Champion River and various other purchasers named therein.
- F2The shares are held directly by Champion River. The sole shareholder of Champion River is Prime Tech Global Limited ("Prime Tech"), the sole shareholder of Prime Tech is Mayspin Management Limited ("Mayspin"), and the sole shareholder of Mayspin is Li Ka Shing ("Li Ka Shing"). Each of Prime Tech, Mayspin and Li Ka Shing disclaims Section 16 beneficial ownership of the securities held by Champion River, except to the extent of its or his pecuniary interest therein, if any.
- F3Winsave Resources Limited, a company organized under the laws of British Virgin Islands ("Winsave"), acquired 1,219,512 shares pursuant to the SPA. All of the equity of Winsave is owned by Li Ka Shing (Overseas) Foundation, a company incorporated under the laws of the Cayman Islands (the "Foundation"). Investment decisions by the Foundation are made by the majority vote of a board of directors currently consisting of 14 persons, of which Li Ka Shing is the Chairman. Investment decisions by Winsave are made by the majority vote of a board of directors currently consisting of five persons. Li Ka Shing is not a director or officer of Winsave. Li Ka Shing disclaims Section 16 beneficial ownership of the securities held by the Foundation, except to the extent of his pecuniary interest therein, if any.