Hecht Peter M 4
4 · Cyclerion Therapeutics, Inc. · Filed May 22, 2023
Insider Transaction Report
Form 4
Hecht Peter M
Director10% Owner
Transactions
- Award
Series A Convertible Preferred Stock
2023-05-19$8.68/sh+351,037$3,047,001→ 351,037 totalExercise: $0.00→ Common Stock (351,037 underlying) - Award
Common Stock
2023-05-19$8.68/sh+225,000$1,953,000→ 327,385 total
Holdings
- 24(indirect: By Trust)
Common Stock
- 24(indirect: By Trust)
Common Stock
- 24(indirect: By Trust)
Common Stock
Footnotes (2)
- [F1]On May 19, 2023, the reporting person purchased directly from the Issuer 225,000 shares of Common Stock and 351,037 shares of Series A Convertible Preferred Stock (the "Series A Preferred Stock") for a total purchase price of approximately $5,000,000 (or $8.68 per share) in a private placement transaction pursuant to the Stock Purchase Agreement dated as of March 31, 2023 between the reporting person and the Issuer. The Series A Preferred Stock may be converted to Common Stock on a one-for-one basis at the option of the holder thereof. The reporting person has agreed not to convert his Series A Preferred Stock to the extent such conversion would require shareholder approval pursuant to Nasdaq listing rules and such shareholder approval has not been obtained.
- [F2]These shares are held in the referenced trust for the benefit of the reporting person's child. The reporting person's spouse is the trustee of this trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or any other purpose.