4//SEC Filing
WOOTEN RONALD J 4
Accession 0001104659-23-005136
CIK 0000861838other
Filed
Jan 18, 7:00 PM ET
Accepted
Jan 19, 9:47 PM ET
Size
9.4 KB
Accession
0001104659-23-005136
Insider Transaction Report
Form 4
Aceragen, Inc.ACGN
WOOTEN RONALD J
Director
Transactions
- Conversion
Warrants
2023-01-17−14,115→ 0 total(indirect: NovaQuest Co-Investment Fund XV, L.P.)Exercise: $460.00From: 2022-09-28Exp: 2031-03-23→ Series Z Preferred Stock (14,115 underlying) - Conversion
Warrants
2023-01-17+830,294→ 830,294 total(indirect: NovaQuest Co-Investment Fund XV, L.P.)Exercise: $7.82From: 2023-01-17Exp: 2031-03-23→ Common Stock (830,294 underlying)
Footnotes (3)
- [F1]On September 28, 2022, Issuer completed its merger ("Merger") with Aceragen, Inc. ("Aceragen"), in accordance with the terms of that certain Agreement and Plan of Merger, dated September 28, 2022 (the "Merger Agreement"). Pursuant to the Merger Agreement, NovaQuest Co-Investment Fund XV, L.P. ("NovaQuest") received warrants to purchase (i) 1,343,547 shares of Issuer Common Stock and (ii) 14,115 shares of Issuer non-voting, convertible Series Z Preferred Stock ("Series Z Preferred Stock").
- [F2]On January 12, 2023, Issuer's stockholders approved the conversion of Issuer Series Z Preferred Stock into shares of Issuer Common Stock. Each share of Issuer Series Z Preferred Stock was to be converted into 1,000 shares of Issuer Common Stock, subject to certain limitations, on January 17, 2023. The shares reported on this Form 4 have been adjusted to reflect the Issuer's 1-for-17 reverse stock split of its common stock, effective January 17, 2023.
- [F3]The Reporting Person is a member of the investment committee of NQ POF V GP, Ltd. ("NovaQuest GP"), which is the general partner of NovaQuest Co-Investment Fund XV, L.P. ("NovaQuest"). NovaQuest GP has the power to vote and dispose of any securities directly owned by NovaQuest. NovaQuest GP's investment committee makes voting and investment decisions regarding securities held by NovaQuest. The Reporting Person disclaims beneficial ownership of any securities held by NovaQuest except to the extent of its pecuniary interest therein.
Documents
Issuer
Aceragen, Inc.
CIK 0000861838
Entity typeother
Related Parties
1- filerCIK 0001248723
Filing Metadata
- Form type
- 4
- Filed
- Jan 18, 7:00 PM ET
- Accepted
- Jan 19, 9:47 PM ET
- Size
- 9.4 KB