3//SEC Filing
HIGHCAPE PARTNERS, L.P. 3
Accession 0001104659-20-113183
CIK 0001708527other
Filed
Oct 6, 8:00 PM ET
Accepted
Oct 7, 9:09 PM ET
Size
23.2 KB
Accession
0001104659-20-113183
Insider Transaction Report
Form 3
HIGHCAPE PARTNERS QP, L.P.
10% Owner
Holdings
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying) - 31,845(indirect: By Trust)
Class A Common Stock
HighCape Partners GP, LLC
10% Owner
Holdings
- 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying)
HighCape Partners GP, L.P.
10% Owner
Holdings
- (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying) - 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying)
Holdings
- 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying)
Holdings
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying) - 31,845(indirect: By Trust)
Class A Common Stock
HighCape Capital, L.P.
Director10% Owner
Holdings
- 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying)
HIGHCAPE PARTNERS, L.P.
10% Owner
Holdings
- 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying)
HighCape Capital, LLC
10% Owner
Holdings
- 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying)
Zuga Matt
Director10% Owner
Holdings
- 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying)
RAKIN KEVIN
Director10% Owner
Holdings
- 31,845(indirect: By Trust)
Class A Common Stock
- (indirect: Footnote)
Series A Preferred Stock
→ Class A Common Stock (4,062,451 underlying) - (indirect: Footnote)
Class A Common Stock Warrant
Exercise: $5.44From: 2017-03-27Exp: 2027-03-01→ Class A Common Stock (7,655 underlying)
Footnotes (5)
- [F1]The Series A preferred stock is convertible at any time, at the holder's election and has no expiration date. Upon the closing of the Issuer's initial public offering, each share of Series A preferred stock shall be automatically converted into (i) 0.071659417 shares of the Issuer's Class A common stock (the "Conversion Shares") and (ii) a number of shares of Class A common stock (the "Preference Shares") equal to $13.9549 divided by the price per share of Class A common stock in such offering.
- [F2]Consists of (i) 43,255 shares of Class A common stock held by HighCape Partners, L.P.; (ii) 3,211,838 shares of Class A common stock held by HighCape Partners QP, L.P.; (iii) 499,145 shares of Class A common stock held by HighCape Co-Investment Vehicle I, LLC; (iv) 259,282 shares of Class A common stock held by HighCape Co-Investment Vehicle II, LLC and (v) 48,931 shares of Class A common stock held by HighCape Capital, L.P.
- [F3]Kevin Rakin and W. Matthew Zuga, members of Issuer's board of directors, are the managing members of HighCape Partners GP, LLC, which is the general partner of HighCape Partners GP, L.P., which is the general partner of each of HighCape Partners, L.P. and HighCape Partners QP, L.P. Mr. Rakin and Mr. Zuga are the managing members of HighCape Capital, LLC, which is the general partner of HighCape Capital, L.P. Each of Mr. Rakin, Mr. Zuga, HighCape Partners GP, LLC and HighCape Partners GP, L.P. may be deemed to beneficially own the securities held by HighCape Partners, L.P. and HighCape Partners QP, L.P., and each of Mr. Rakin, Mr. Zuga and HighCape Capital, LLC may be deemed to beneficially own the securities held by HighCape Capital, L.P.
- [F4]In addition, Mr. Zuga is the managing member of each of HighCape Co-Investment Vehicle I, LLC and HighCape Co-Investment Vehicle II, LLC and may be deemed to beneficially own the securities held by such entities. Each of the reporting persons disclaims beneficial ownership of the securities held by the other reporting persons except to the extent of each reporting person's pecuniary interest therein, if any.
- [F5]HighCape Partners QP, L.P. is the record holder of these securities.
Documents
Issuer
AZIYO BIOLOGICS, INC.
CIK 0001708527
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001598046
Filing Metadata
- Form type
- 3
- Filed
- Oct 6, 8:00 PM ET
- Accepted
- Oct 7, 9:09 PM ET
- Size
- 23.2 KB