SEC Form 4 · accession 0001209191-16-146054
EVERSPIN TECHNOLOGIES INC. · MRAM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Geoffrey Tate
Director
Period of report
Oct 13, 2016
Accepted (ET)
Oct 17, 2016 · 4:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001438423
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 13, 2016 | C | 22,383 | — | A | 54,743 | I | By Trust |
| Common StockF1,F2 | Oct 13, 2016 | C | 12,071 | — | A | 66,814 | I | By Trust |
| Common StockF2 | Oct 13, 2016 | C | 13,406 | $6.40 | A | 80,220 | I | By Trust |
| Common StockF2 | Oct 13, 2016 | C | 9,154 | $6.40 | A | 89,374 | I | By Trust |
| Common StockF2 | Oct 13, 2016 | P | 13,986 | $8.00 | A | 103,360 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF1 | — | Oct 13, 2016 | C | 22,383 | D | — | — | Common Stock | 22,383 | 0 | D |
| Series B Preferred StockF1 | — | Oct 13, 2016 | C | 12,071 | D | — | — | Common Stock | 12,071 | 0 | D |
| 5% Convertible Subordinated Promissory NoteF3 | $6.40 | Oct 13, 2016 | C | — | D | — | — | Common Stock | 13,406 | 0 | D |
| 5% Convertible Subordinated Promissory NoteF4 | $6.40 | Oct 13, 2016 | C | — | D | — | — | Common Stock | 9,154 | 0 | D |
Explanation of responses
- F1The reported securities converted into shares of the Issuer's common stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- F2The shares are held by the Tate Family Trust Dated 09/30/98, of which Mr. Tate is a trustee.
- F3The note was issued in the original principal amount of $82,884. The outstanding principal and accrued interest on such note automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The note bore interest at a rate of 5% per annum. The note had accrued interest of $2,917.97 through October 12, 2016.
- F4The note was issued in the original principal amount of $58,018.72. The outstanding principal and accrued interest on such note automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The note bore interest at a rate of 5% per annum. The note had accrued interest of $572.24 through October 12, 2016.