Raphael Erez 4
4 · DarioHealth Corp. · Filed May 8, 2023
Insider Transaction Report
Form 4
Raphael Erez
DirectorChief Executive Officer
Transactions
- Purchase
Series B-2 Preferred Stock
2023-05-04$1000.00/sh+30$30,000→ 30 totalExercise: $3.37From: 2023-05-04Exp: 2026-05-04→ Common Stock
Holdings
- 37,876(indirect: By Dicilyon Consulting and Investment Ltd.)
Common Stock
- 1,112,059
Common Stock
Footnotes (3)
- [F1]The amount shown represents the beneficial ownership of the issuer's securities held by Dicilyon Consulting and Investment Ltd. which may be deemed to be attributable to Mr. Raphael because Mr. Raphael possesses voting and dispositive power over the securities held by Dicilyon Consulting and Investment Ltd. by virtue of a proxy. Mr. Raphael disclaims beneficial ownership of the securities set forth herein.
- [F2]The Series B Preferred Stock will automatically convert into shares of common stock, subject to certain beneficial ownership limitations, including a non-waivable 19.99% ownership blocker, on the 15-month anniversary of the issuance date.
- [F3]The Series B Preferred Stock initially converts into shares of common stock at a conversion price of $3.37. In addition, the holders of Series B Preferred Stock will also be entitled dividends payable as follows: (i) a number of shares of Common Stock equal to five percent (5.0%) of the number of shares of Common Stock issuable upon conversion of the Series B Preferred Stock then held by such holder for each full quarter anniversary of holding for a total of four (4) quarters from the closing date, and (ii) a number of shares of common stock equal to ten percent (10%) of the number of shares of common stock issuable upon conversion of the Series B Preferred Stock then held by such holder on the fifth full quarter from the closing date.