SEC Form 4 · accession 0001596771-19-000017
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
Mar 12, 2019
Accepted (ET)
Mar 12, 2019 · 4:40 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 | Mar 12, 2019 | P | 9,523 | $5.25 | A | 11,615 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series 1 Warrant to Purchase Common Stock (right to buy)F1 | $5.25 | Mar 12, 2019 | P | 9,523 | A | Mar 12, 2019 | Mar 12, 2024 | Common Stock | 9,523 | 9,523 | D |
| Series 2 Warrant to Purchase Common Stock (right to buy)F1,F3 | $5.25 | Mar 12, 2019 | P | 9,523 | A | Mar 12, 2019 | — | Common Stock | 9,523 | 9,523 | D |
Explanation of responses
- F1The reporting person purchased Class A Units, which consisted of one share of common stock, a Series 1 warrant to purchase one share of common stock, and a Series 2 warrant to purchase one share of common stock, in an underwritten public offering by the issuer at a price of $5.25 per unit. The offering closed on March 12, 2019.
- F2On January 2, 2019, the issuer effected a 1-for-14 reverse stock split of the issued and outstanding shares of its common stock. Upon effectiveness of the reverse stock split, every 14 shares of common stock was automatically converted into one share of common stock.
- F3The Series 2 warrant expires on the earlier of the eighteen-month anniversary of the date of issuance and the 30th trading day following public announcement by the issuer of receipt from the U.S. Food and Drug Administration of clearance or approval of a modification to the product label for the Aquadex FlexFlow system to include pediatric patients.