4//SEC Filing
Ellias Helen K. 4
Accession 0000950170-23-066394
CIK 0001833214other
Filed
Nov 27, 7:00 PM ET
Accepted
Nov 28, 4:05 PM ET
Size
9.2 KB
Accession
0000950170-23-066394
Insider Transaction Report
Form 4
Ellias Helen K.
Director
Transactions
- Exercise/Conversion
Series A-1 Convertible Preferred Stock
2023-11-24$1000.00/sh−1,800$1,800,000→ 0 total(indirect: See Footnote)Exercise: $0.63→ Common Stock or Series A-2 Convertible Preferred Stock (2,857,142 underlying) - Exercise/Conversion
Common Stock
2023-11-24+2,857,142→ 2,857,142 total(indirect: See Footnote)
Footnotes (3)
- [F1]Reflects the automatic conversion of shares of Series A-1 Convertible Preferred Stock, par value $0.0001 per share ("Series A-1 Preferred Stock"), held by JDRF T1D Fund, LLC ("JDRF") into shares of common stock, par value $0.0001 per share ("Common Stock") of SAB Biotherapeutics, Inc. (the "Issuer"). The Series A-1 Preferred Stock became automatically convertible on November 24, 2023, the first trading day following the announcement of the approval by the stockholders of the Issuer of (i) an amendment to the Issuer's Amended and Restated Certificate of Incorporation to increase the number of authorized shares of Common Stock of the Issuer and (ii) the issuance of shares of Common Stock upon conversion of the Issuer's Series A-1 Preferred Stock, Series A-2 Convertible Preferred Stock, par value $0.0001 per share ("Series A-2 Preferred Stock"), and Series A-3 Convertible Preferred Stock, par value $0.0001 per share.
- [F2]Due to a 1,000 character limit, Footnote 2 is a continuation of Footnote 1: The Series A-1 Preferred Stock is subject to a beneficial ownership blocker provision that prevents the Reporting Person from converting the Series A-1 Preferred Stock into Common Stock to the extent such conversion would result in the Reporting Person beneficially owning more than 4.99% of the Issuer's Common Stock outstanding immediately following such conversion, and to the extent the conversion would cause the Reporting Person's beneficial ownership to exceed such maximum percentage, the Reporting Person will receive shares of Series A-2 Preferred Stock in lieu of Common Stock of the Issuer.
- [F3]These securities are beneficially owned by JDRF, directly. Helen Katherine Ellias, a Managing Director with JDRF, is a member of the board of directors of the Issuer. JDRF is a non-profit organization and the Reporting Person is an employee of such organization. As such, the Reporting Person disclaims beneficial ownership of any securities held by JDRF.
Documents
Issuer
SAB Biotherapeutics, Inc.
CIK 0001833214
Entity typeother
Related Parties
1- filerCIK 0002001600
Filing Metadata
- Form type
- 4
- Filed
- Nov 27, 7:00 PM ET
- Accepted
- Nov 28, 4:05 PM ET
- Size
- 9.2 KB