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4//SEC Filing

Smith Geoffrey Wade 4

Accession 0000899243-23-002966

CIK 0001814114other
View on SEC.govCompany Profile

Filed

Jan 29, 7:00 PM ET

Accepted

Jan 30, 4:16 PM ET

Size

27.7 KB

Accession

0000899243-23-002966

Insider Transaction Report

Form 4
Period: 2023-01-26
Orchestra BioMed Holdings, Inc.OBIO
Smith Geoffrey Wade
Director
Transactions
  • Award

    Common Stock

    2023-01-26+3,488→ 3,488 total
  • Award

    Warrants (Right to Buy)

    2023-01-26+136,097→ 136,097 total(indirect: By Ascent Biomedical Ventures II, LP)
    Exercise: $21.51Exp: 2023-05-31→ Common Stock (136,097 underlying)
  • Award

    Common Stock

    2023-01-26+256,623→ 256,623 total(indirect: By Ascent Biomedical Ventures Synecor, LP)
  • Award

    Stock Options (Right to Buy)

    2023-01-26+18,600→ 18,600 total
    Exercise: $4.30Exp: 2028-08-07→ Common Stock (18,600 underlying)
  • Award

    Stock Options (Right to Buy)

    2023-01-26+23,250→ 23,250 total
    Exercise: $10.00Exp: 2032-08-25→ Common Stock (23,250 underlying)
  • Award

    Common Stock

    2023-01-26+201,319→ 201,319 total(indirect: By Ascent Biomedical Ventures II NY, LP)
  • Award

    Common Stock

    2023-01-26+1,049,224→ 1,049,224 total(indirect: By Ascent Biomedical Ventures II, LP)
  • Award

    Warrants (Right to Buy)

    2023-01-26+43,940→ 43,940 total(indirect: By Ascent Biomedical Ventures II NY, LP)
    Exercise: $21.51Exp: 2023-05-31→ Common Stock (43,940 underlying)
  • Award

    Warrants (Right to Buy)

    2023-01-26+519→ 519 total(indirect: By Ascent Biomedical Ventures Synecor, LP)
    Exercise: $21.51Exp: 2023-05-31→ Common Stock (519 underlying)
  • Award

    Stock Options (Right to Buy)

    2023-01-26+6,975→ 6,975 total
    Exercise: $4.30Exp: 2029-08-06→ Common Stock (6,975 underlying)
Holdings

  • Warrants (Right to Buy)

    Exercise: $11.50Exp: 2028-01-26→ Common Stock (15,000 underlying)
    15,000
Footnotes (14)
  • [F1]Represents restricted stock awards ("RSAs") that vest in two equal annual installments beginning on April 12, 2023, subject to the reporting person's continued service with Orchestra BioMed Holdings, Inc. ("New Orchestra") on such vesting date.
  • [F10]The stock option is fully vested and exercisable.
  • [F11]Received in connection with the Business Combination in exchange for options to acquire 40,000 shares of Orchestra common stock for $2.00 per share.
  • [F12]Received in connection with the Business Combination in exchange for options to acquire 15,000 shares of Orchestra common stock for $2.00 per share.
  • [F13]The stock option vests in quarterly installments with a one year cliff beginning on August 18, 2023.
  • [F14]Received in connection with the Business Combination in exchange for options to acquire 50,000 shares of Orchestra common stock for $4.65 per share.
  • [F2]Received in connection with the business combination of Orchestra BioMed, Inc. ("Orchestra") with Health Sciences Acquisitions Corporation 2 (the "Business Combination") in exchange for 1,621 RSAs of Orchestra.
  • [F3]Received in exchange for shares of Orchestra common stock that automatically converted into shares of New Orchestra common stock on a 1 for 0.465 basis upon the closing date of the Business Combination.
  • [F4]The Reporting Person is a managing member of ABV, LLC, which serves as general partner to Ascent Biomedical Ventures II NY, LP, Ascent Biomedical Ventures II, LP and Ascent Biomedical Ventures Synecor, LP. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest, if any, therein.
  • [F5]Fifty percent (50%) of these warrants will become exercisable 24 months after completion of the business combination and the remaining fifty percent (50%) of these warrants will become exercisable 36 months after completion of the business combination, in each case subject to the reporting person's continued service with New Orchestra or one of its subsidiaries through such date.
  • [F6]The warrants are immediately exercisable in full.
  • [F7]Received in connection with the Business Combination in exchange for warrants to acquire 94,494 shares of Orchestra common stock for $10.00 per share.
  • [F8]Received in connection with the Business Combination in exchange for warrants to acquire 292,682 shares of Orchestra common stock for $10.00 per share.
  • [F9]Received in connection with the Business Combination in exchange for warrants to acquire 1,117 shares of Orchestra common stock for $10.00 per share.

Documents

1 file

Issuer

Orchestra BioMed Holdings, Inc.

CIK 0001814114

→
Entity typeother

Related Parties

1
  • filerCIK 0001418239

Filing Metadata

Form type
4
Filed
Jan 29, 7:00 PM ET
Accepted
Jan 30, 4:16 PM ET
Size
27.7 KB
View on SEC.gov