4//SEC Filing
GORDON MICHAEL S 4
Accession 0001104659-24-085371
CIK 0001374339other
Filed
Aug 1, 8:00 PM ET
Accepted
Aug 2, 4:15 PM ET
Size
20.0 KB
Accession
0001104659-24-085371
Insider Transaction Report
Form 4
GORDON MICHAEL S
Other
Transactions
- Purchase
Common Shares, no par value
2024-07-31+465,116→ 1,575,629 total(indirect: By Title 19 Promis) - Conversion
Common Shares, no par value
2024-07-31+500,000→ 2,075,629 total(indirect: By Title 19 Promis) - Purchase
Tranche A Common Share Purchase Warrants
2024-07-31+465,116→ 465,116 total(indirect: See footnote)→ Common Shares (465,116 underlying) - Conversion
Series 2 Preferred Shares, no par value
2024-07-31−500,000→ 0 total(indirect: See footnote)→ Common Shares (500,000 underlying) - Purchase
Tranche B Common Share Purchase Warrants
2024-07-31+465,116→ 465,116 total(indirect: See footnote)→ Common Shares (465,116 underlying) - Purchase
Tranche C Common Share Purchase Warrants
2024-07-31+465,116→ 465,116 total(indirect: See footnote)→ Common Shares (465,116 underlying)
Holdings
- 48,333(indirect: By Title 19 Acies)
Common Shares, no par value
Footnotes (7)
- [F1]On July 31, 2024, Title 19 Promis acquired 465,116 units, each consisting of (a) one Common Share, (b) one Tranche A Common Share purchase warrant, (c) one Tranche B Common Share purchase warrant and (iv) one Tranche C Common Share purchase warrant, in a private placement the ("Offering") conducted by the Issuer. The purchase price for each Unit was $2.15 per Unit.
- [F2]By Title 19 Promis, a series of a Delaware limited liability company, of which the Reporting Person is the sole manager.
- [F3]The Series 2 Preferred Shares involuntarily converted into Common Shares at a 1:1 ratio upon the closing of the Offering, which was a cumulative qualified equity financing in excess of $14 million.
- [F4]By Title 19 Acies, a series of a Delaware limited liability company, of which the Reporting Person is the sole manager.
- [F5]Consists of 465,116 Tranche A purchase warrants, each exercisable to purchase one Common Share at an exercise price of $2.02 per warrant share. These warrants are immediately exercisable beginning on the date that approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market LLC (or any successor entity) from the shareholders of the Issuer with respect to the issuance of the Tranche A purchase warrants and the Common Shares upon the exercise thereof is received and deemed effective under Ontario law. These warrants expire on the earlier of (i) 18 months and (ii) within 60 days of the public announcement via press release or the filing of a Current Report on Form 8-K of 6-month data from the cohorts treated with single ascending doses of PMN310.
- [F6]Consists of 465,116 Tranche B purchase warrants, each exercisable to purchase one Common Share at an exercise price of $2.02 per warrant share. These warrants are immediately exercisable beginning on the date that such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market LLC (or any successor entity) from the shareholders of the Issuer with respect to the issuance of the Tranche B purchase warrants and the Common Shares upon the exercise thereof is received and deemed effective under Ontario law. These warrants expire on the earlier of (i) 30 months and (ii) within 60 days of the public announcement via press release or the filing of a Current Report on Form 8-K of 12-month data from the cohorts treated with single ascending doses of PMN310.
- [F7]Consists of 465,116 Tranche C purchase warrants, each exercisable to purchase one Common Share at an exercise price of $2.50 per warrant share. These warrants are currently exercisable and expire on July 31, 2029.
Documents
Issuer
ProMIS Neurosciences Inc.
CIK 0001374339
Entity typeother
Related Parties
1- filerCIK 0001034608
Filing Metadata
- Form type
- 4
- Filed
- Aug 1, 8:00 PM ET
- Accepted
- Aug 2, 4:15 PM ET
- Size
- 20.0 KB