3/A//SEC Filing
TPAV, LLC 3/A
Accession 0000929638-24-001446
CIK 0001130598other
Filed
Apr 10, 8:00 PM ET
Accepted
Apr 11, 5:41 PM ET
Size
7.0 KB
Accession
0000929638-24-001446
Insider Transaction Report
Form 3/AAmended
TPAV, LLC
10% Owner
Holdings
Series C Preferred Stock
→ Common Stock (36,552,963 underlying)- 1,222,738
Common Stock
Footnotes (4)
- [F1]Consists of (i) 885,532 shares of common stock of the Company, par value $0.01 per share ("Common Stock") received in exchange for shares of common stock of Trawsfynydd Therapeutics, Inc. ("Trawsfynydd") in connection with the acquisition (the "Merger") by Traws Pharma, Inc. (f/k/a Onconova Therapeutics, Inc., the "Company") of Trawsfynydd in accordance with the terms of an Agreement and Plan of Merger, dated April 1, 2024 (the "Merger Agreement"), by and among the Company, Traws Merger Sub I, Inc., Traws Merger Sub II, LLC and Trawsfynydd, pursuant to which, upon consummation of the Merger, all of the outstanding shares Trawsfynydd common stock were converted into shares of Common Stock on a 1:20.1291 basis pursuant to the terms of the Merger Agreement, and (ii) 337,206 shares of Common Stock received pursuant to a Securities Purchase Agreement, dated April 1, 2024 (the "Securities Purchase Agreement"), by an among the Company, OrbiMed Private Investments VIII, LP and TPAV, LLC.
- [F2]The number of securities beneficially owned in the reporting person's Form 3 filed on April 3, 2024 inadvertently did not include the 337,206 shares of Common Stock received pursuant to the Securities Purchase Agreement.
- [F3]Following stockholder approval of the conversion of the Series C Preferred Stock into shares of Common Stock, each share of Series C Preferred Stock will automatically convert into 10,000 shares of Common Stock, subject to certain limitations.
- [F4]The amount or number of shares underlying the derivative security in the reporting person's Form 3 filed on April 3, 2024 inadvertently did not include 10,709,300 shares underlying the Series C Preferred Stock received pursuant to the Securities Purchase Agreement.
Documents
Issuer
Traws Pharma, Inc.
CIK 0001130598
Entity typeother
IncorporatedNV
Related Parties
1- filerCIK 0002017798
Filing Metadata
- Form type
- 3/A
- Filed
- Apr 10, 8:00 PM ET
- Accepted
- Apr 11, 5:41 PM ET
- Size
- 7.0 KB