4//SEC Filing
Aggarwal Gaurav 4
Accession 0001213900-23-018973
CIK 0001766140other
Filed
Mar 8, 7:00 PM ET
Accepted
Mar 9, 9:39 PM ET
Size
8.0 KB
Accession
0001213900-23-018973
Insider Transaction Report
Form 4
Aggarwal Gaurav
Director
Transactions
- Award
Series A-1 Convertible Preferred Stock
2023-03-08$1000.00/sh+8,077$8,077,000→ 8,077 total(indirect: By Vivo Opportunity Fund Holdings, L.P.)Exercise: $0.49→ Common Stock
Footnotes (5)
- [F1]The Conversion Price of the Series A-1 Preferred Stock is subject to adjustment as set forth in that certain of Designation of Preferences, Rights and Limitations of the Series A Convertible Voting Preferred Stock attached as Exhibit 3.1 to the Issuer's Form 8-K filed with the Securities and Exchange Commission on March 6, 2023 (the "Certificate of Designation"). Capitalized terms that are used but not defined in this Form 4 have the meanings given to them in the Certificate of Designation.
- [F2]The shares of Series A-1 Convertible Preferred Stock are not convertible until the stockholders of the Issuer approve the Proposals. Additionally, on the Automatic Conversion Date, as set forth in the Certificate of Designation, each share of Series A-1 Preferred Stock shall automatically convert into a unit consisting of (1) shares of Common Stock (or shares of Series A-2 Preferred Stock) equal to the quotient of (A) the Liquidation Preference divided by (B) the Conversion Price, (2) a Tranche A Warrant, (3) a Tranche B Warrant and (4) a Tranche C Warrant.
- [F3]The shares of Series A-1 Convertible Preferred Stock have no expiration date.
- [F4]The Tranche A Warrants are exercisable for Series A-3 Preferred Stock and expire upon the Issuer's satisfaction of certain milestones. The Tranche B Warrants are exercisable for Series A-4 Preferred Stock and expire upon the Issuer's satisfaction of certain milestones. The Tranche C Warrants are exercisable for Series A-5 Preferred Stock and expire upon the Issuer's satisfaction of certain milestones. All shares of Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series A-5 Preferred Stock have no expiration date and are convertible into shares of Common Stock in accordance with the Certificate of Designation.
- [F5]Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
Documents
Issuer
Unicycive Therapeutics, Inc.
CIK 0001766140
Entity typeother
Related Parties
1- filerCIK 0001551965
Filing Metadata
- Form type
- 4
- Filed
- Mar 8, 7:00 PM ET
- Accepted
- Mar 9, 9:39 PM ET
- Size
- 8.0 KB