SEC Form 4 · accession 0001140361-15-012934
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
Sep 30, 2013
Accepted (ET)
Mar 23, 2015 · 3:22 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 $0.001 per shareF8,F7 | Sep 30, 2013 | S | 10,369 | $2.597 | D | 37,131 | I | By spouse |
| Common Stock, par value $0.001 per shareF8,F7 | Oct 2, 2013 | S | 7,131 | $2.5414 | D | 30,000 | I | By spouse |
| Common Stock, par value $0.001 per shareF7 | Nov 4, 2013 | P | 11,886 | $2.4236 | A | 41,886 | I | By spouse |
| Common Stock, par value $0.001 per shareF7 | Nov 5, 2013 | P | 500 | $2.4418 | A | 42,386 | I | By spouse |
| Common Stock, par value $0.001 per shareF7 | Nov 6, 2013 | P | 741 | $2.5458 | A | 43,127 | I | By spouse |
| Common Stock, par value $0.001 per shareF7 | Nov 7, 2013 | P | 4,373 | $2.4786 | A | 47,500 | I | By spouse |
| Common Stock, par value $0.001 per shareF7 | Nov 14, 2013 | P | 2,500 | $2.6832 | A | 50,000 | I | By spouse |
| Common Stock, par value $0.001 per shareF1,F7 | Nov 15, 2013 | P | 5,000 | $2.461 | A | 43,500 | I | By Seascape Partners L.P. |
| Common Stock, par value $0.001 per shareF1,F7 | Nov 18, 2013 | P | 5,000 | $2.47 | A | 48,500 | I | By Seascape Partners L.P. |
| Common Stock, par value $0.001 per shareF7 | Dec 6, 2013 | G | 12,000 | $2.3766 | D | 38,000 | I | Gifted by spouse to adult daughter |
| Common Stock, par value $0.001 per shareF7 | Dec 6, 2013 | G | 12,000 | $2.3766 | D | 26,000 | I | Gifted by spouse to adult son |
| Common Stock, par value $0.001 per shareF1,F7 | Dec 13, 2013 | P | 20,000 | $2.034 | A | 68,500 | I | By Seascape Partners L.P. |
| Common Stock, par value $0.001 per shareF1,F7 | Dec 17, 2013 | P | 10,000 | $2.151 | A | 78,500 | I | By Seascape Partners L.P. |
| Common Stock, par value $0.001 per shareF9,F1,F7 | Dec 31, 2013 | P | 10,000 | $2.4084 | A | 88,500 | I | By Seascape Partners L.P. |
| Common Stock, par value $0.001 per shareF10,F1,F7 | Dec 22, 2014 | P | 46,158 | $1.513 | A | 134,658 | I | By Seascape Partners L.P. |
| Common Stock, par value $0.001 per shareF1,F7 | Dec 23, 2014 | P | 6,646 | $1.549 | A | 141,304 | I | By Seascape Partners L.P. |
| Common Stock, par value $0.001 per shareF2,F7 | holding | — | — | — | 1,787,536 | I | By Tino Hans Schuler Trust | |
| Common Stock, par value $0.001 per shareF3,F7 | holding | — | — | — | 1,787,536 | I | By Tanya Eve Schuler Trust | |
| Common Stock, par value $0.001 per shareF4,F7 | holding | — | — | — | 1,787,536 | I | By Therese Heidi Schuler Trust | |
| Common Stock, par value $0.001 per shareF5,F7 | holding | — | — | — | 188,888 | I | By Schuler GC 2010 Continuation Trust | |
| Common Stock, par value $0.001 per shareF6,F7 | holding | — | — | — | 188,888 | I | By Schuler Grandchildren LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant to Acquire Common StockF2,F7 | $2.00 | holding | — | — | — | Jun 23, 2015 | Dec 23, 2017 | Common Stock, par value $0.001 per share | 571,702 | 571,702 | I |
| Warrant to Acquire Common StockF3,F7 | $2.00 | holding | — | — | — | Jun 23, 2015 | Dec 23, 2017 | Common Stock, par value $0.001 per share | 571,702 | 571,702 | I |
| Warrant to Acquire Common StockF4,F7 | $2.00 | holding | — | — | — | Jun 23, 2015 | Dec 23, 2017 | Common Stock, par value $0.001 per share | 571,702 | 571,702 | I |
| Warrant to Acquire Common StockF5,F7 | $2.00 | holding | — | — | — | Jun 23, 2015 | Dec 23, 2017 | Common Stock, par value $0.001 per share | 113 | 113,332 | I |
| Warrant to Acquire Common StockF6,F7 | $2.00 | holding | — | — | — | Jun 23, 2015 | Dec 23, 2017 | Common Stock, par value $0.001 per share | 113,332 | 113,332 | I |
Explanation of responses
- F1These shares of Common Stock are directly owned by Seascape Partners L.P., a family limited partnership. H. George Schuler is the manager of Seascape Partners L.P.
- F10This price reflects the weighted average purchase price for open-market purchases of shares made by the reporting person on December 22, 2014, within a $1.00 range. The actual prices for these transactions range from $1.50 to $1.52, inclusive. The reporting person further undertake to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
- F2These shares of Common Stock and Warrants to acquire Common Stock are directly owned by the Tino Hans Schuler Trust. H. George Schuler is the sole trustee of the Tino Hans Schuler Trust.
- F3These shares of Common Stock and Warrants to acquire Common Stock are directly owned by the Tanya Eve Schuler Trust. H. George Schuler is the sole trustee of the Tanya Eve Schuler Trust.
- F4These shares of Common Stock and Warrants to acquire Common Stock are directly owned by the Therese Heidi Schuler Trust. H. George Schuler is the sole trustee of the Therese Heidi Schuler Trust.
- F5These shares of Common Stock and Warrants to acquire Common 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.
- F6These shares of Common Stock and Warrants to acquire Common Stock are directly owned by the Schuler Grandchildren LLC. H. George Schuler is the manager of the Schuler Grandchildren LLC.
- F7The reporting person disclaims beneficial ownership of the shares of Common Stock and Warrants to acquire Common Stock except to the extent of his pecuniary interest therein.
- F8The reporting person understands that these sales reported herein, which total to 17,500 shares, are matchable under Section 16(b) of the Securities Exchange Act of 1934 against the purchases reported herein, to the extent the purchases equate to the 17,500 shares sold. The reporting person has disgorged to the Issuer the full amount of profits realized in connection with the short-swing transactions, to the extent of his pecuniary interest therein.
- F9This price reflects the weighted average purchase price for open-market purchases of shares made by the reporting person on December 31, 2013, within a $1.00 range. The actual prices for these transactions range from $2.403 to $2.41, inclusive. The reporting person further undertake to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.