4//SEC Filing
O'Connor Daniel J. 4
Accession 0001493152-22-035477
CIK 0001859007other
Filed
Dec 13, 7:00 PM ET
Accepted
Dec 14, 7:21 PM ET
Size
15.8 KB
Accession
0001493152-22-035477
Insider Transaction Report
Form 4
O'Connor Daniel
DirectorChief Executive Officer
Transactions
- Other
Warrant (right to buy)
2022-12-12+177,204→ 177,204 total(indirect: See Footnote)Exercise: $11.50Exp: 2027-12-12→ Common Stock (177,204 underlying) - Other
Warrant (right to buy)
2022-12-12+1,750→ 1,750 totalExercise: $11.50Exp: 2027-12-12→ Common Stock (1,750 underlying) - Other
Common Stock
2022-12-12+1,377,598→ 1,377,598 total(indirect: See Footnote) - Other
Series A Convertible Preferred Stock
2022-12-12+1,750→ 1,750 totalExercise: $10.00From: 2022-12-12→ Common Stock (1,750 underlying)
Larkspur Health LLC
10% Owner
Transactions
- Other
Warrant (right to buy)
2022-12-12+177,204→ 177,204 total(indirect: See Footnote)Exercise: $11.50Exp: 2027-12-12→ Common Stock (177,204 underlying) - Other
Common Stock
2022-12-12+1,377,598→ 1,377,598 total(indirect: See Footnote) - Other
Warrant (right to buy)
2022-12-12+1,750→ 1,750 totalExercise: $11.50Exp: 2027-12-12→ Common Stock (1,750 underlying) - Other
Series A Convertible Preferred Stock
2022-12-12+1,750→ 1,750 totalExercise: $10.00From: 2022-12-12→ Common Stock (1,750 underlying)
Footnotes (6)
- [F1]The Issuer completed a business combination with Larkspur Health Acquisition Corp., a Delaware corporation ("Larkspur") in accordance with the terms of the Business Combination Agreement, dated July 20, 2022, as amended (the "Business Combination Agreement") by and among ZyVersa Therapeutics, Inc., a Florida corporation ("Old ZyVersa"), the Securityholder Representative (as defined in the Business Combination Agreement) named therein, Larkspur, and Larkspur Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Larkspur ("Merger Sub") pursuant to which Merger Sub merged with and into Old ZyVersa (the "Acquisition Merger"), with Old Zyversa as the surviving company of the Acquisition Merger and, after giving effecting to such Acquisition Merger, Old ZyVersa became a wholly-owned subsidiary of Larkspur and changed its name to the Issuer.
- [F2]The securities were previously securities of Larkspur but were converted automatically to securities of the Issuer in connection with the transactions contemplated by the Business Combination Agreement.
- [F3]The securities are held of record by Larkspur Health LLC (the "Sponsor"). Daniel J. O'Connor is the sole manager of Larkspur Health LLC and in such capacity has voting and investment discretion with respect to the common stock held of record by Larkspur Health LLC. By virtue of this relationship, Mr. O'Connor may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. O'Connor disclaims any such beneficial ownership except to the extent of his pecuniary interest.
- [F4]The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date.
- [F5]Mr. O'Connor paid $1,000 per share of Series A Convertible Preferred Stock and warrants in an amount equal to 100% of the common shares issuable upon conversion of the Series A Convertible Preferred Stock for an aggregate of $17,500. No half shares of the Series A Convertible Preferred Stock were issued, therefore, the reporting person received 18 shares of such preferred stock instead of 17.5.
- [F6]The warrant is immediately exercisable in full.
Documents
Issuer
ZyVersa Therapeutics, Inc.
CIK 0001859007
Entity typeother
Related Parties
1- filerCIK 0001376847
Filing Metadata
- Form type
- 4
- Filed
- Dec 13, 7:00 PM ET
- Accepted
- Dec 14, 7:21 PM ET
- Size
- 15.8 KB