SEC Form 4 · accession 0001140361-18-045058
Organogenesis Holdings Inc. · ORGO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Dec 10, 2018
Accepted (ET)
Dec 12, 2018 · 9:48 pm EST
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 | — | Dec 10, 2018 | J | 3,247,668 | D | — | — | Class A Ordinary Shares | 3,247,668 | 1,048,691 | D |
Explanation of responses
- F1Pursuant to the Amended and Restated Memorandum and Articles of Association (the "Articles") of Avista Healthcare Public Acquisition Corp. (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.
- F2The 3,247,668 Class B ordinary shares were forfeited by Avista Acquisition Corp. (the "Sponsor") to the Issuer for no consideration prior to the closing of the Business Combination.
- F3Directly owned by Sponsor. The sole shareholder of Sponsor is Avista Acquisition, LLC ("Avista Acquisition" and, together with Sponsor, 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. In connection with the closing of the Business Combination, the Issuer's name was changed to Organogenesis Holdings Inc.