ProUroCare Medical Inc. 4

Accession 0001179110-14-001388

CIK 0001222244operating

View on SEC.gov Company Profile

Filed

Jan 26, 7:00 PM ET

Accepted

Jan 27, 10:33 AM ET

Size

34.4 KB

Accession

0001179110-14-001388

Insider Transaction Report

Form 4

Period: 2014-01-15

ProUroCare Medical Inc.PUMD

DAVIS JAMES L

10% Owner

Transactions

Purchase
10% Convertible Promissory Note
2014-01-15$1.00/sh
Exercise: $0.50From: 2014-01-15Exp: 2015-10-31→ Common Stock
Purchase
Warrants
2014-01-15+75,000→ 75,000 total
Exercise: $0.50From: 2014-01-15Exp: 2016-10-01→ Common Stock (75,000 underlying)

Holdings

Common Stock, $0.00001 par value
2,698,364
Warrants
Exercise: $1.30Exp: 2014-01-07→ Common Stock, $0.00001 par value (195,000 underlying)
195,000
Warrants
(indirect: Held by "Davis & Associates Inc.")
Exercise: $1.30Exp: 2014-01-07→ Common stock, $0.00001 par value (17,482 underlying)
17,482
Stock options
Exercise: $0.87Exp: 2018-08-09→ Common stock, $0.00001 par value (28,736 underlying)
28,736
Warrant
Exercise: $1.30Exp: 2014-01-07→ Common stock, $0.00001 par value (62,923 underlying)
62,923
Warrant
Exercise: $0.50Exp: 2018-05-08→ Common stock, $0.00001 par value (291,670 underlying)
291,670
Warrants
Exercise: $1.30Exp: 2014-01-07→ Common stock, $0.00001 par value (50,000 underlying)
50,000
Stock Options
Exercise: $0.60Exp: 2019-08-09→ Common stock, $0.00001 par value (25,000 underlying)
25,000
Warrant
Exercise: $0.50Exp: 2018-04-27→ Common Stock, $0.00001 par value (340,998 underlying)
56,833
Warrant
Exercise: $0.50Exp: 2018-04-27→ Common stock, $0.00001 par value (295,313 underlying)
295,313
Common Stock, $0.00001 par value
(indirect: Held by "Davis & Associates Inc.")
57,482
Options
Exercise: $2.41Exp: 2017-03-01→ Common stock, $0.00001 par value (10,374 underlying)
10,374
Warrants
(indirect: By 401(k))
Exercise: $1.30Exp: 2014-01-07→ Common stock, $0.00001 par value (54,964 underlying)
54,964
Options
Exercise: $1.72Exp: 2017-08-10→ Common stock, $0.00001 par value (14,535 underlying)
14,535
Convertible Note
Exercise: $1.30Exp: 2015-03-31→ Common stock, $0.00001 par value
Stock Options
Exercise: $0.50From: 2013-09-21Exp: 2016-09-21→ Common Stock (25,000 underlying)
25,000
Warrants
Exercise: $0.50From: 2013-09-20Exp: 2016-09-20→ Common Stock (150,000 underlying)
150,000
Warrants
Exercise: $0.50From: 2013-09-20Exp: 2017-03-31→ Common Stock (150,000 underlying)
150,000
Common Stock, $0.00001 par value
(indirect: By 401(k))
169,964
Convertible Note
Exercise: $1.30Exp: 2014-09-20→ Common stock, $0.00001 par value

Footnotes (11)

[F1]Currently exercisable
[F10]On January 15, 2014, the reporting person purchased $25,000, 10% secured convertible promissory note from the issuer in a private placement. The promissory note matures on October 1, 2015, however, the holders have an optional conversion at any time prior to maturity at an exercise price predetermined by a formula set forth in the promissory note.
[F11]The number of underlying common shares of the issuer will determined at the time of conversion based on a predefined formula set forth in the promissory note.
[F2]Reporting person is the Sole owner of Davis & Associates Inc. and has sole voting power.
[F3]The Reporting Person holds $150,000, of 10% convertible secured subordinated promissory notes from the Issuer. The promissory note and any accrued interest thereon is convertible at any time at the option of the reporting person into common stock at $1.30 per share. The number of shares to be issued upon conversion will be fixed on the conversion date and reported on a Form 4 within 2 business days after conversion. The Issuer's Board of Directors specifically approved the reporting person's participation in the private placement as exempt from the requirements of Section 16b as provided by Rules 16b-3(d) and 16b-3(e).
[F4]Annual option award pursuant to the Issuer's compensation policy for Directors upon their re-election to the Board of Directors. The three-year options vest ratably over the 12 month period from September 2013 to August 2014.
[F5]The Reporting Person holds $100,000, of 10% convertible secured subordinated promissory notes from the Issuer. The promissory note and any accrued interest thereon is convertible at any time at the option of the reporting person into common stock at $1.30 per share. The number of shares to be issued upon conversion will be fixed on the conversion date and reported on a Form 4 within 2 business days after conversion. The Issuer's Board of Directors specifically approved the reporting person's participation in the private placement as exempt from the requirements of Section 16b as provided by Rules 16b-3(d) and 16b-3(e).
[F6]The issuer issued the warrants to the Reporting Person as consideration for a $450,000 loan guarantee for the period from April 1, 2013 to February 15, 2014. The warrants will vest as to 28,125 shares on the first of each month from April 2013 to January, 2014, and as to 14,063 share on February 1, 2014, subject to adjustment if the amount of the loan guaranteed should change. The issuer's Board of Directors specifically approved the reporting person's participation in the private placement as exempt from the requirements of Section 16b as provided by Rules 16b-3(d) and 16b-3(e).
[F7]The issuer issued the warrants to the Reporting Person as consideration for extending the expiration date of the Convertible Note for a period of one year to September 20, 2014.
[F8]The issuer issued the warrants to the Reporting Person as consideration for extending the expiration date of the Convertible Note for a period of one year to March 31, 2015.
[F9]Subject to adjustment based on a predefined formula set forth in the 10% Secured Convertible Note.

Documents

1 file

4
edgar.xmlPrimary
FORM 4 -

Issuer

ProUroCare Medical Inc.

CIK 0001222244

→

Entity typeoperating

IncorporatedNV

Related Parties

filerCIK 0001222244

Filing Metadata

Form type: 4
Filed: Jan 26, 7:00 PM ET
Accepted: Jan 27, 10:33 AM ET
Size: 34.4 KB

View on SEC.gov