|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A-1 Preferred Stock | (1) | 02/19/2014 | C | 333,334 | (1) | (1) | Common Stock | 19,398 (6) | $ 0 | 0 | D | ||||
Series C Preferred Stock | (2) | 02/19/2014 | C | 100,000 | (2) | (2) | Common Stock | 4,347 (6) | $ 0 | 0 | D | ||||
Series D Preferred Stock | (3) | 02/19/2014 | C | 35,000 | (3) | (3) | Common Stock | 1,767 (6) | $ 0 | 0 | D | ||||
Series E Preferred Stock | (4) | 02/19/2014 | C | 25,000 | (4) | (4) | Common Stock | 1,102 (6) | $ 0 | 0 | D | ||||
Series F Preferred Stock | (5) | 02/19/2014 | C | 125,000 | (5) | (5) | Common Stock | 31,250 (6) | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LINK MAX C/O AMEDICA CORPORATION, 1885 WEST 2100 SOUTH SALT LAKE CITY, UT 84119 |
X |
/s/ Jonathan Ursprung | 02/21/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Each share of Series A-1 Convertible Preferred Stock converted into 1.5000 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series A-1 Convertible Preferred Stock of the Issuer and had no expiration date. |
(2) | Each share of Series C Convertible Preferred Stock converted into 1.1206 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series C Convertible Preferred Stock of the Issuer and had no expiration date. |
(3) | Each share of Series D Convertible Preferred Stock converted into 1.3014 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series D Convertible Preferred Stock of the Issuer and had no expiration date. |
(4) | Each share of Series E Convertible Preferred Stock converted into 1.1363 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series E Convertible Preferred Stock of the Issuer and had no expiration date. |
(5) | Each share of Series F Convertible Preferred Stock converted into 6.44370 shares of the Issuer's Common Stock pursuant to the terms of the Certificate of Designation for Series F Convertible Preferred Stock of the Issuer and had no expiration date. |
(6) | Reflects a 1-for-25.7746 reverse split of the Issuer's common stock effected on February 11, 2014. |
(7) | Includes 581 restricted stock units, each of which represents a contingent right to receive one share of the Issuer's Common Stock. The restricted stock units vest on the earlier of a change in control or the date of the expiration of the lock up period imposed on the Reporting Person after the completion of the closing of the underwritten initial public offering of shares of the Issuer's Common Stock. |