SEC Form 4 · accession 0001094891-16-000503
PAVmed Inc. · PAVM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Lishan Aklog
Officer — Chairman and CEO · Director · 10% Owner
HCFP/Capital Partners III LLC
10% Owner
Pavilion Venture Partners LLC
10% Owner
Period of report
May 27, 2016
Accepted (ET)
Jun 1, 2016 · 3:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001624326
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 27, 2016 | P$0 | 1,500 | — | A | 15,500 | D | |
| Common StockF2 | May 31, 2016 | P$0 | 900 | — | A | 16,400 | D | |
| Common StockF3 | holding | — | — | — | 5,713,879 | I | By HCFP/Capital Partners III LLC | |
| Common StockF4 | holding | — | — | — | 2,520,532 | I | By Pavilion Venture Partners LLC | |
| Common StockF5 | holding | — | — | — | 87,020 | I | By HCFP Inc. | |
| Common StockF6 | holding | — | — | — | 125,000 | I | By HCFP/Capital Partners IIIB LLC | |
| Common StockF7 | holding | — | — | — | 20,000 | I | By HCFP/AG LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF1 | $5.00 | May 27, 2016 | P | 1,500 | A | Oct 28, 2016 | Jan 29, 2022 | Common Stock | 1,500 | 15,500 | D |
| WarrantsF2 | $5.00 | May 31, 2016 | P | 900 | A | Oct 28, 2016 | Jan 29, 2022 | Common Stock | 900 | 16,400 | D |
| WarrantsF3 | $5.00 | holding | — | — | — | Oct 28, 2016 | Jan 29, 2022 | Common Stock | 5,713,879 | 5,713,879 | I |
| WarrantsF4 | $5.00 | holding | — | — | — | Oct 28, 2016 | Jan 29, 2022 | Common Stock | 12,000 | 2,220,532 | I |
| WarrantsF5 | $5.00 | holding | — | — | — | Oct 28, 2016 | Jan 29, 2022 | Common Stock | 87,020 | 387,020 | I |
| WarrantsF6 | $5.00 | holding | — | — | — | Oct 28, 2016 | Jan 29, 2022 | Common Stock | 125,000 | 125,000 | I |
| WarrantsF7 | $5.00 | holding | — | — | — | Oct 28, 2016 | Jan 29, 2022 | Common Stock | 20,000 | 20,000 | I |
Explanation of responses
- F1The reporting person purchased units, each unit consisting of one share of the issuer's common stock and one warrant. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $5.00 per share, subject to adjustment.The units were purchased at an weighted average price of approximately $11.043153 per unit. These units were purchased in multiple transactions at prices ranging from $10.9599 to $11.10, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units sold at each separate price within the ranges set forth this footnote to this Form 4.
- F2The reporting person purchased units, each unit consisting of one share of the issuer's common stock and one warrant. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $5.00 per share, subject to adjustment.The units were purchased at an weighted average price of approximately $11.09919 per unit. These units were purchased in multiple transactions at prices ranging from $10.9274 to $11.2222, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units sold at each separate price within the ranges set forth in Footnote 1 and 3 to this Form 4.
- F3Dr. Aklog is a member and a co-manager of HCFP/Capital Partners III LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
- F4Dr. Aklog is a member and sole manager of Pavilion Venture Partners LLC, and has sole voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
- F5Dr. Aklog is a controlling shareholder of HCFP Inc., and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
- F6Dr. Aklog is a member and a co-manager of the entity that acts as sole manager of HCFP/Capital Partners IIIB LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.
- F7Dr. Aklog is a co-manager of HCFP/AG LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.