SEC Form 4 · accession 0000919574-19-002302
Asterias Biotherapeutics, Inc. · AST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Mar 8, 2019
Accepted (ET)
Mar 12, 2019 · 4:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001572552
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series A Common StockF1,F2 | Mar 8, 2019 | J | 5,292,156 | — | D | 0 | D | |
| Series A Common StockF3 | Mar 8, 2019 | J | 0 | $0.00 | D | 0 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These securities were disposed of pursuant to a merger between the Issuer and BioTime, Inc. ("BioTime") that became effective on March 8, 2019 (the "Merger"). Pursuant to the Merger, each share of the Issuer's Series A Common Stock was converted into the right to receive 0.71 common shares, no par value, of BioTime. Accordingly, Broadwood Partners, L.P. acquired 3,757,430 common shares of BioTime in the Merger, with each such share having a market value of $1.31 on the effective date of the Merger.
- F2These securities are owned by Broadwood Partners, L.P.
- F3The reported securities are directly owned by Broadwood Partners, L.P. and may be deemed to be beneficially owned by Broadwood Capital, Inc. as General Partner of Broadwood Partners, L.P. and Neal C. Bradsher as President of Broadwood Capital, Inc. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
Remarks
Richard LeBuhn, Executive Vice President of Broadwood Capital, Inc., was a Director of the Issuer prior to the effective date of the Merger.