SEC Form 3 · accession 0001250853-18-000106
Bone Biologics Corp · BBLG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Don Hankey
Officer — Chairman of the Board · Director · 10% Owner
HANKEY CAPITAL, LLC
10% Owner
Don Hankey Trust
10% Owner
Period of report
Jul 16, 2018
Accepted (ET)
Jul 26, 2018 · 7:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001419554
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F8 | holding | — | — | — | 3,865,058 | I | By Hankey Capital, LLC | |
| Common StockF1,F3,F8 | holding | — | — | — | 1,139,240 | I | By Hankey Capital, LLC | |
| Common StockF1,F4 | holding | — | — | — | 361,640 | I | By Don Hankey Trust | |
| Common StockF1,F5 | holding | — | — | — | 274,240 | I | By H&H Funding LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible NotesF6,F1,F7 | $1.00 | holding | — | — | — | — | Dec 31, 2019 | Common Stock | 7,860,760 | — | I |
| WarrantsF6,F1 | $15.80 | holding | — | — | — | — | Oct 23, 2019 | Common Stock | 237,342 | — | I |
| WarrantsF6,F1 | $15.80 | holding | — | — | — | — | May 4, 2020 | Common Stock | 174,051 | — | I |
| WarrantsF6,F1 | $20.50 | holding | — | — | — | — | Feb 23, 2021 | Common Stock | 146,342 | — | I |
Explanation of responses
- F1The share numbers reflect a reverse split of 1:10 effected on July 16, 2018.
- F2Consists of shares held by Hankey Capital, LLC ("Hankey Capital"). Hankey Capital is owned by Hankey Investment Company LP ("HIC") of which the Don Hankey Trust (the "Trust") owns a 66.09% interest. HIC is owned by Knight Services Inc. of which the Trust is the sole owner. Don Hankey is the sole trustee of the Trust. Mr. Hankey disclaims beneficial ownership in the shares held by Hankey Capital except to the extent of his pecuniary interest.
- F3Consists of shares held by Hankey Capital as collateral for the repayment of convertible notes (the "Notes") issued to Hankey Capital (the "Collateral Shares"). Hankey Capital may not transfer, sell or otherwise dispose of any of the Collateral Shares, except during the existence of Event of Default under the Notes in connection with the exercise of its rights and remedies as a secured lender.
- F4Consists of shares held by the Trust.
- F5Don Hankey is the sole manager of H&H Funding LLC and is entitled to 50% of Available Cash Flow until certain obligations to Mr. Hankey are paid and thereafter 10%. Mr. Hankey disclaims beneficial ownership except to the extent of his pecuniary interest.
- F6The instruments contain limitations on their exercise or conversion to the extent necessary to insure that following the exercise or conversion of such securities the total number of shares then beneficially owned by Hankey Capital and its affiliates would not exceed 4.99% of the total number of issued and outstanding shares. As the provision is no longer relevant, Hankey Capital has sent a notice terminating this provision.
- F7Consists of 9,000,000 shares issuable upon conversion of the convertible notes less the Collateral Shares referred to Footnote 3.
- F8The shares set forth above do not include up to 2,000,000 shares issuable upon conversion of convertible notes to be issued upon the issuer drawing down on a $2,000,000 credit facility provided by Hankey Capital.