SEC Form 4 · accession 0000905148-18-000588
Aspira Women's Health Inc. · AWHL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Henri George Schuler
10% Owner
Period of report
Jun 21, 2018
Accepted (ET)
Jun 25, 2018 · 5:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000926617
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001F7,F1,F6 | Jun 21, 2018 | C | 245,900 | $1.00 | A | 3,797,057 | I | By Tanya Eva Schuler Trust |
| Common Stock, par value $0.001F7,F2,F6 | Jun 21, 2018 | C | 245,800 | $1.00 | A | 3,796,957 | I | By Therese Heidi Schuler Trust |
| Common Stock, par value $0.001F7,F3,F6 | Jun 21, 2018 | C | 54,700 | $1.00 | A | 1,040,068 | I | By Schuler GC 2010 Continuation Trust |
| Common Stock, par value $0.001F7,F4,F6 | Jun 21, 2018 | C | 245,800 | $1.00 | A | 1,253,177 | I | By Schuler Grandchildren LLC |
| Common Stock, par value $0.001F5,F6 | holding | — | — | — | 141,304 | I | By Seascape Partners L.P. | |
| Common Stock, par value $0.001F6 | holding | — | — | — | 26,000 | I | By spouse |
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 (Right to Buy)F1,F6,F7,F8 | $1.00 | Jun 21, 2018 | C | 2,459 | D | Jun 21, 2018 | — | Common Stock | 245,900 | 0 | I |
| Series B Convertible Preferred Stock (Right to Buy)F2,F6,F7,F8 | $1.00 | Jun 21, 2018 | C | 2,458 | D | Jun 21, 2018 | — | Common Stock | 245,800 | 2,458 | I |
| Series B Convertible Preferred Stock (Right to Buy)F3,F6,F7,F8 | $1.00 | Jun 21, 2018 | C | 547 | D | Jun 21, 2018 | — | Common Stock | 54,700 | 0 | I |
| Series B Convertible Preferred Stock (Right to Buy)F4,F6,F7,F8 | $1.00 | Jun 21, 2018 | C | 2,458 | D | Jun 21, 2018 | — | Common Stock | 245,800 | 0 | I |
Explanation of responses
- F1These shares of Common Stock ("Shares") and Series B Convertible Preferred Stock ("Preferred Stock") are directly owned by the Tanya Eva Schuler Trust. H. George Schuler is the sole trustee of the Tanya Eva Schuler Trust.
- F2These Shares and Preferred Stock are directly owned by the Therese Heidi Schuler Trust. H. George Schuler is the sole trustee of the Therese Heidi Schuler Trust.
- F3These Shares and Preferred Stock are directly owned by the Schuler GC 2010 Continuation Trust. H. George Schuler is the sole trustee of the Schuler GC 2010 Continuation Trust.
- F4These Shares and Preferred Stock are directly owned by the Schuler Grandchildren LLC. H. George Schuler is the manager of the Schuler Grandchildren LLC.
- F5These Shares are directly owned by Seascape Partners L.P., a family limited partnership. H. George Schuler is the manager of Seascape Partners L.P.
- F6The reporting person disclaims beneficial ownership of these Shares and Preferred Stock except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that he is the beneficial owner of the Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F7On June 21, 2018, as a result of receipt of the Requisite Stockholder Approval (defined and described further in the reporting person's amendment to Schedule 13D filed on April 19, 2018), each share of Series B Convertible Preferred Stock ("Preferred Stock") automatically converted into 100 shares of Common Stock, reflecting a conversion price equal to $1.00 per share..
- F8The Preferred Stock has no expiration date.