SEC Form 4 · accession 0001104659-17-073153
Quanterix Corp · QTRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David R Walt
Director
Period of report
Dec 11, 2017
Accepted (ET)
Dec 13, 2017 · 4:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001503274
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 11, 2017 | C | 32,959 | — | A | 429,660 | D | |
| Common StockF1 | Dec 11, 2017 | C | 86,517 | — | A | 516,177 | D | |
| Common StockF1 | Dec 11, 2017 | C | 334,985 | — | A | 851,162 | D | |
| Common StockF1 | Dec 11, 2017 | C | 28,691 | — | A | 879,853 | D | |
| Common StockF1 | Dec 11, 2017 | C | 135,647 | — | A | 1,015,500 | D | |
| Common StockF2 | Dec 11, 2017 | P | 200,000 | $15.00 | A | 1,215,500 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A-1 Preferred StockF1,F3,F4 | — | Dec 11, 2017 | C | 105,931 | D | — | — | Common Stock | 32,959 | 0 | D |
| Series A-2 Preferred StockF1,F3,F4 | — | Dec 11, 2017 | C | 278,068 | D | — | — | Common Stock | 86,517 | 0 | D |
| Series B Preferred StockF1,F3,F4 | — | Dec 11, 2017 | C | 1,076,642 | D | — | — | Common Stock | 334,985 | 0 | D |
| Warrant to Purchase Series C Preferred Stock (right to buy)F5,F6 | $3.3299 | Nov 29, 2017 | X | 4,327 | D | Mar 1, 2012 | Nov 30, 2017 | Series C Preferred Stock | 4,327 | 3,767 | D |
| Series C Preferred StockF5,F1,F3,F4 | — | Nov 29, 2017 | X | 4,327 | A | — | — | Common Stock | 1,346 | 88,448 | D |
| Warrant to Purchase Series C Preferred Stock (right to buy)F5,F6 | $3.3299 | Nov 29, 2017 | X | 3,060 | D | Jul 30, 2012 | Nov 30, 2017 | Series C Preferred Stock | 3,060 | 707 | D |
| Series C Preferred StockF5,F1,F3,F4 | — | Nov 29, 2017 | X | 3,060 | A | — | — | Common Stock | 952 | 91,508 | D |
| Warrant to Purchase Series C Preferred Stock (right to buy)F5,F6 | $3.3299 | Nov 29, 2017 | X | 707 | D | Nov 5, 2012 | Nov 30, 2017 | Series C Preferred Stock | 707 | 0 | D |
| Series C Preferred StockF5,F1,F3,F4 | — | Nov 29, 2017 | X | 707 | A | — | — | Common Stock | 219 | 92,215 | D |
| Series C Preferred StockF1,F3,F4 | — | Dec 11, 2017 | C | 92,215 | D | — | — | Common Stock | 28,691 | 0 | D |
| Series D Preferred StockF1,F3,F4 | — | Dec 11, 2017 | C | 435,967 | D | — | — | Common Stock | 135,647 | 0 | D |
Explanation of responses
- F1The shares of preferred stock automatically converted into common stock immediately prior to the closing of the Issuer's initial public offering using a calculation defined in the Issuer's Restated Certificate of Incorporation, as amended, based on the initial purchase price and the conversion rate in effect at the time of conversion. The shares of preferred stock automatically converted on a 1-for-3.214 basis and such conversion rate is reflected in the amount of common stock underlying the security.
- F2Reflects shares purchased in the Issuer's initial public offering.
- F3These shares were convertible into the Issuer's common stock in accordance with the Issuer's Restated Certificate of Incorporation, as amended, at any time after the issuance of such shares, at the holder's election.
- F4Not applicable.
- F5This transaction, which occurred prior to the Issuer's initial public offering of Common Stock, is being reported as required by Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended.
- F6Reflects the exercise of warrants to purchase Series C preferred stock on a cash basis at an exercise price of $3.3299 per share.