4//SEC Filing
EVERSPIN TECHNOLOGIES INC 4
Accession 0001209191-16-146058
$MRAMCIK 0001438423operating
Filed
Oct 16, 8:00 PM ET
Accepted
Oct 17, 4:45 PM ET
Size
30.0 KB
Accession
0001209191-16-146058
Insider Transaction Report
Form 4
NVPG IV, LLC
10% Owner
Transactions
- Conversion
Common Stock
2016-10-13+271,619→ 1,503,359 total(indirect: See Footnote) - Conversion
Series B Preferred Stock
2016-10-13−271,619→ 0 total(indirect: See Footnote)→ Common Stock (271,619 underlying) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (205,984 underlying) - Conversion
Common Stock
2016-10-13$6.40/sh+205,984$1,318,298→ 2,010,991 total(indirect: See Footnote) - Purchase
Common Stock
2016-10-13$8.00/sh+250,000$2,000,000→ 2,260,991 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13+503,625→ 1,231,740 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13$6.40/sh+301,648$1,930,547→ 1,805,007 total(indirect: See Footnote) - Conversion
Series A Preferred Stock
2016-10-13−503,625→ 0 total(indirect: See Footnote)→ Common Stock (503,625 underlying) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (301,648 underlying)
NV PARTNERS IV L P
10% Owner
Transactions
- Purchase
Common Stock
2016-10-13$8.00/sh+250,000$2,000,000→ 2,260,991 total(indirect: See Footnote) - Conversion
Series B Preferred Stock
2016-10-13−271,619→ 0 total(indirect: See Footnote)→ Common Stock (271,619 underlying) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (205,984 underlying) - Conversion
Common Stock
2016-10-13$6.40/sh+205,984$1,318,298→ 2,010,991 total(indirect: See Footnote) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (301,648 underlying) - Conversion
Common Stock
2016-10-13+271,619→ 1,503,359 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13$6.40/sh+301,648$1,930,547→ 1,805,007 total(indirect: See Footnote) - Conversion
Series A Preferred Stock
2016-10-13−503,625→ 0 total(indirect: See Footnote)→ Common Stock (503,625 underlying) - Conversion
Common Stock
2016-10-13+503,625→ 1,231,740 total(indirect: See Footnote)
GARMAN ANDREW
10% Owner
Transactions
- Conversion
Common Stock
2016-10-13+503,625→ 1,231,740 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13$6.40/sh+205,984$1,318,298→ 2,010,991 total(indirect: See Footnote) - Conversion
Series B Preferred Stock
2016-10-13−271,619→ 0 total(indirect: See Footnote)→ Common Stock (271,619 underlying) - Conversion
Common Stock
2016-10-13+271,619→ 1,503,359 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13$6.40/sh+301,648$1,930,547→ 1,805,007 total(indirect: See Footnote) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (205,984 underlying) - Purchase
Common Stock
2016-10-13$8.00/sh+250,000$2,000,000→ 2,260,991 total(indirect: See Footnote) - Conversion
Series A Preferred Stock
2016-10-13−503,625→ 0 total(indirect: See Footnote)→ Common Stock (503,625 underlying) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (301,648 underlying)
UHLMAN THOMAS M
10% Owner
Transactions
- Purchase
Common Stock
2016-10-13$8.00/sh+250,000$2,000,000→ 2,260,991 total(indirect: See Footnote) - Conversion
Series B Preferred Stock
2016-10-13−271,619→ 0 total(indirect: See Footnote)→ Common Stock (271,619 underlying) - Conversion
Common Stock
2016-10-13+503,625→ 1,231,740 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13$6.40/sh+205,984$1,318,298→ 2,010,991 total(indirect: See Footnote) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (205,984 underlying) - Conversion
Common Stock
2016-10-13$6.40/sh+301,648$1,930,547→ 1,805,007 total(indirect: See Footnote) - Conversion
Series A Preferred Stock
2016-10-13−503,625→ 0 total(indirect: See Footnote)→ Common Stock (503,625 underlying) - Conversion
Common Stock
2016-10-13+271,619→ 1,503,359 total(indirect: See Footnote) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (301,648 underlying)
NV PARTNERS IV C L P
10% Owner
Transactions
- Conversion
Common Stock
2016-10-13$6.40/sh+205,984$1,318,298→ 2,010,991 total(indirect: See Footnote) - Purchase
Common Stock
2016-10-13$8.00/sh+250,000$2,000,000→ 2,260,991 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13+503,625→ 1,231,740 total(indirect: See Footnote) - Conversion
Common Stock
2016-10-13+271,619→ 1,503,359 total(indirect: See Footnote) - Conversion
Series A Preferred Stock
2016-10-13−503,625→ 0 total(indirect: See Footnote)→ Common Stock (503,625 underlying) - Conversion
Series B Preferred Stock
2016-10-13−271,619→ 0 total(indirect: See Footnote)→ Common Stock (271,619 underlying) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (301,648 underlying) - Conversion
Common Stock
2016-10-13$6.40/sh+301,648$1,930,547→ 1,805,007 total(indirect: See Footnote) - Conversion
5% Convertible Subordinated Promissory Note
2016-10-13→ 0 total(indirect: See Footnote)Exercise: $6.40→ Common Stock (205,984 underlying)
Footnotes (11)
- [F1]The reported securities converted into shares of the Issuer's common stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
- [F10]The notes were issued in the original principal amount of $1,621,651.27 to NV IV and $243,247.73 to NV IVC. The outstanding principal and accrued interest on such notes automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The notes bore interest at a rate of 5% per annum. The notes had accrued interest of $57,091.01 for NV IV and $8,563.65 for NV IVC through October 12, 2016.
- [F11]The notes were issued in the original principal amount of $1,135,156.42 to NV IV and $170,273.49 to NV IVC. The outstanding principal and accrued interest on such notes automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The notes bore interest at a rate of 5% per annum. The notes had accrued interest of $11,196.06 for NV IV and $1,679.41 for NV IVC through October 12, 2016.
- [F2]The shares are held as follows: 1,071,079 by NV Partners IV, L.P. ("NV IV") and 160,661 by NV Partners IVC,L.P. ("NVI VC").
- [F3]NVPG IV LLC ("NVPG") is the general partner of NV IV and NV IVC. Mr. Garman and Mr. Uhlman are individual managing members of NVPG. Each disclaims beneficial ownership over the shares reported herein, and this report shall not be deemed an admission of beneficial ownership for the purposes of Section 16 or for any other purpose, except to the extent of his or its proportionate pecuniary interest therein.
- [F4]The shares are held as follows: 1,307,270 by NV IV and 196,089 by NVIVC.
- [F5]The shares are held as follows: 1,569,573 by NV IV and 235,434 by NVIVC.
- [F6]The shares are held as follows: 1,748,690 by NV IV and 262,301 by NVIVC.
- [F7]The shares are held as follows: 1,966,081 by NV IV and 294,910 by NVIVC.
- [F8]The shares were held as follows: 437,935 by NV IV and 65,690 by NV IVC.
- [F9]The shares were held as follows: 236,191 by NV IV and 35,428 by NV IVC.
Documents
Issuer
EVERSPIN TECHNOLOGIES INC
CIK 0001438423
Entity typeoperating
IncorporatedUnited States
Related Parties
1- filerCIK 0001438423
Filing Metadata
- Form type
- 4
- Filed
- Oct 16, 8:00 PM ET
- Accepted
- Oct 17, 4:45 PM ET
- Size
- 30.0 KB