SEC Form 4 · accession 0001596771-17-000033
Nuwellis, Inc. · NUWE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John L Erb
Officer — CEO and President · Director
Period of report
Apr 19, 2017
Accepted (ET)
Apr 20, 2017 · 4:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001506492
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Apr 19, 2017 | P$0 | 100,000 | — | A | 115,468 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant to Purchase Common Stock (right to buy)F1 | $1.10 | Apr 19, 2017 | P | 100,000 | A | Apr 24, 2017 | Apr 24, 2022 | Common Stock | 100,000 | 100,000 | D |
Explanation of responses
- F1The reporting person purchased Class A Units ("Units") consisting of one share of common stock and one warrant to purchase one share of common stock for $1.00 per Unit in an underwritten public offering by the issuer. The shares of common stock and warrants comprising the Units were issued separately. The offering is expected to close on April 24, 2017.
- F2On January 12, 2017, the issuer effected a 1-for-30 reverse stock split of the issued and outstanding shares of its common stock. Upon effectiveness of the reverse stock split, every 30 shares of common stock was automatically converted into one share of common stock, resulting in a decrease of the insider's common stock holdings of 448,660 shares.