SEC Form 4 · accession 0001104659-18-065497
Organogenesis Holdings Inc. · ORGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Thompson Dean
Officer — Executive Chairman · Director · 10% Owner
David F Burgstahler
Officer — President & CEO · Director · 10% Owner
Avista Acquisition Corp.
10% Owner
Avista Acquisition, LLC
10% Owner
Period of report
Oct 30, 2018
Accepted (ET)
Nov 1, 2018 · 6:20 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001661181
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Ordinary SharesF2,F3,F4,F5,F1 | — | Oct 30, 2018 | J | 26,984 | A | — | — | Class A Ordinary Shares | 26,984 | 4,296,359 | D |
Explanation of responses
- F1Pursuant to the Amended and Restated Memorandum and Articles of Association (the "Articles") of the Issuer, the Class B ordinary shares, par value $0.0001 per share (the "Class B Shares") will automatically convert into Class A ordinary shares, par value $0.0001 per share, of the Issuer at the time of the Issuer's Business Combination, as defined in the Articles, on a one-for-one basis, subject to adjustment, and have no expiration date.
- F2Represents 7,158 Class B ordinary shares received by Avista Acquisition Corp. (the "Sponsor") from each of Hakan Bjorklund, Charles Harwood and Robert O'Neil and 5,510 Class B ordinary shares received from Brian Markison, in each case, for no consideration.
- F3Directly owned by Sponsor. The sole shareholder of Sponsor is Avista Acquisition, LLC ("Avista Acquisition"). Thompson Dean and David Burgstahler are the managers of Avista Acquisition (and, together with Sponsor, Avista Acquisition, Messrs. Dean and Burgstahler are the "Reporting Persons").
- F4Because of the relationship among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
- F5Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities in excess of their respective pecuniary interests.
Remarks
Exhibit 99.1 Joint Filer Information, incorporated herein by reference.