SEC Form 4/A · accession 0001437749-19-000286
BioCardia, Inc. · BCDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Simon H Stertzer
Director · 10% Owner
Period of report
Dec 24, 2018
Accepted (ET)
Jan 3, 2019 · 9:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000925741
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Dec 24, 2018 | P | 1,666,666 | $0.75 | A | 4,278,274 | I | See footnote |
| Common StockF1,F3 | Dec 24, 2018 | P | 1,666,666 | $0.75 | A | 2,076,346 | I | See footnote |
| Common StockF4 | holding | — | — | — | 12,000 | D | ||
| Common StockF5 | holding | — | — | — | 104,910 | I | See footnote | |
| Common StockF6 | holding | — | — | — | 448,895 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant (right to buy)F1,F2 | $0.75 | Dec 24, 2018 | P | 833,333 | A | Dec 24, 2018 | Dec 24, 2023 | Common Stock | 833,333 | 833,333 | I |
| Warrant (right to buy)F1,F3 | $0.75 | Dec 24, 2018 | P | 833,333 | A | Dec 24, 2018 | Dec 24, 2023 | Common Stock | 833,333 | 833,333 | I |
Explanation of responses
- F1On December 24, 2018, the Issuer entered into a Securities Purchase Agreement with certain investors whereby the Stertzer Family Trust and Windrock Enterprises L.L.C. each purchased 1,666,666 shares of Common Stock of the Issuer and a warrant to purchase 833,333 shares of Common Stock of the Issuer with an exercise price of $0.75 per share.
- F2These securities are held by the Stertzer Family Trust, of which the Reporting Person and his spouse are co-trustees. The aggregate amount of shares reported as beneficially owned by the Stertzer Family Trust was incorrect in Form 4s previously reported due to mathematical errors and the erroneous attributions of purchases made by Dr. Stertzer directly as reported on the Reporting Person's Form 4s filed on September 20, 2018 for the purchase of 5,000 shares and on September 24, 2018 for the purchase of 1,000 shares
- F3These securities are held by Windrock Enterprises L.L.C., of which the Reporting Person and his spouse are the sole members and managers.
- F4These securities are owned jointly by Dr. Simon H. Stertzer and his spouse, Kimberly Stertzer. In the Form 4 and Form 4/A filed by the Reporting Person on December 27, 2018, the number of shares of Common Stock owned directly was incorrectly stated as 6,000. Dr. Stertzer purchased an additional 6,000 shares of Common Stock that were previously disclosed as having been purchased by the Stertzer Family Trust. See reports filed by the Reporting Person on September 20, 2018 for the purchase of 5,000 shares and on September 24, 2018 for the purchase of 1,000 shares.
- F5These shares are held by the Stertzer Gamma Trust, of which the Reporting Person is the grantor.
- F6These shares are held by Stertzer Holdings LLC, and the Reporting Person may be deemed to have beneficial ownership of such shares.