SEC Form 3 · accession 0000930413-16-007815

Apyx Medical Corp · APYX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Scott Richard Davidson

Director

Period of report

Jul 28, 2016

Accepted (ET)

Aug 8, 2016 · 4:06 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000719135

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	holding	—	—		—	2,680,000	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series B Convertible Preferred Stock^F2,F1	$3.00	holding	—	—	—	—	—	Common Stock	3,951,278	—	I
Common Stock Options^F3,F4	$1.88	holding	—	—	—	—	—	Common Stock	12,000	—	I

Explanation of responses

F1The amounts shown represent the beneficial ownership of the issuer's securities by funds and certain managed accounts managed by Great Point Partners, LLC, which may deemed attributable to Mr. Davidson because Mr. Davidson is an employee of Great Point Partners, LLC and its nominee to the issuer's board of directors. Mr. Davidson disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein. The amounts shown consist of securities collectively owned by the funds and managed accounts.
F2The securities are convertible immediately into common stock at any time without expiration. Each share of Series B Convertible Preferred Stock is currently convertible into two shares of common stock. The provisions of such preferred stock restrict the conversion of such preferred stock to the extent that, after giving effect to such conversion, the holder of the preferred stock and its affiliates and any other person or entities with which such holder would constitute a group would beneficially own in excess of 9.985% of the number of shares of Common Stock of the issuer outstanding immediately after giving effect to such conversion or exercise (the "Ownership Cap"). Therefore, the reporting person could be deemed to beneficially own such number of shares underlying such preferred stock as would result in total beneficial ownership by such reporting person up to the Ownership Cap.
F3These securities may be exercisable on July 28, 2017 into shares of common stock and expire on July 28, 2026.
F4These securities were issued to Mr. Davidson upon his election to the issuer's board of directors.