SEC Form 4 · accession 0001076542-17-000099
NEXEON MEDSYSTEMS INC · NXNN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Rosellini
Other
Period of report
Aug 24, 2017
Accepted (ET)
Oct 6, 2017 · 2:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001416172
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 821,890 | D | ||
| Common StockF1 | holding | — | — | — | 702,000 | I | Michael Rosellini ROTH IRA |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants | $1.50 | Aug 24, 2017 | J | 200,000 | A | Aug 24, 2017 | Aug 24, 2019 | Common Stock | 200,000 | 200,000 | D |
Explanation of responses
- F1Shares held by the Michael Rosellini ROTH IRA. Dr. Rosellini has the sole power to vote and dispose of the shares held by the Michael Rosellini ROTH IRA.
- F2On August 24, 2017, Nexeon MedSystems Inc (the "Company") entered into a Securities Purchase Agreement ("SPA") and Senior Secured Convertible Promissory Note (the "Note"). As a condition to making the loan pursuant to the SPA and accepting the Note, Dr. Rosellini executed a Personal Guaranty in favor of the lender. For the issuance of the Guaranty by Dr. Rosellini, the Company granted to Dr. Rosellini a two-year warrant for the purchase of 200,000 shares of the Company's Common Stock, at an exercise price of $1.50 per share (the "Warrant"). The exercise price of the Warrant may be adjusted from time to time pursuant to the terms and conditions of the Warrant and the Warrant may be exercised in whole or in part at any time or times during term of the Warrant.