4/A//SEC Filing
Roka BioScience, Inc. 4/A
Accession 0001209191-16-143332
CIK 0001472343operating
Filed
Sep 29, 8:00 PM ET
Accepted
Sep 30, 4:34 PM ET
Size
7.2 KB
Accession
0001209191-16-143332
Insider Transaction Report
Form 4/AAmended
Weller Harry R
10% Owner
Transactions
- Purchase
Series A Convertible Preferred Stock
2016-09-21+4,000→ 4,000 total(indirect: See Note 3)Exercise: $0.70→ Common Stock (5,714,286 underlying)
Footnotes (3)
- [F1]This amendment to Form 4 is being filed to correct the number of shares of Common Stock underlying the Series A Convertible Preferred Stock. Pursuant to the terms of the Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock and the lock up agreement dated September 21, 2016, NEA 13's Series A Convertible Preferred Stock, par value $0.001 per share (the "Series A Preferred Shares") automatically converts, upon receipt by the Company of shareholder approval, into a number of shares of the Issuer's common stock, par value $0.001 per share ("Common Shares"), determined by dividing the stated value of each Preferred Share (which is $1,000) by $0.70. Such conversion is reflected in the amount of Common Shares reported in column 7 as underlying the security. The Series A Preferred Shares have no expiration date.
- [F2]NEA 13 purchased 4,000 Shares of Series A Preferred Shares and five-year warrants to purchase 5,714,286 Common Shares at a purchase price of $1,000 per unit pursuant to a Securities Purchase Agreement dated September 16, 2016, with a closing date of September 21, 2016 for a total of $4,000,000.
- [F3]The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 13 shares in which the Reporting Person has no pecuniary interest.
Documents
Issuer
Roka BioScience, Inc.
CIK 0001472343
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001472343
Filing Metadata
- Form type
- 4/A
- Filed
- Sep 29, 8:00 PM ET
- Accepted
- Sep 30, 4:34 PM ET
- Size
- 7.2 KB