4//SEC Filing
Lewicki Pawel 4
Accession 0001209191-22-005343
CIK 0001760173other
Filed
Jan 27, 7:00 PM ET
Accepted
Jan 28, 3:18 PM ET
Size
7.9 KB
Accession
0001209191-22-005343
Insider Transaction Report
Form 4
Lewicki Pawel
Director
Transactions
- Award
Common Stock
2022-01-26$0.68/sh+4,973,750$3,403,537→ 7,058,385 total
Holdings
- 6,250,000(indirect: Roboticine, Inc)
Common Stock
- 3,410,396(indirect: By LLC)
Common Stock
Footnotes (3)
- [F1]On January 26, 2022, the reporting person became entitled to receive 4,973,750 shares of common stock of Surgalign Holdings, Inc. (the "Company") pursuant to an "earn-out" provision in the stock purchase agreement pursuant to which the Company acquired the outstanding equity interests of Holo Surgical Inc. on October 23, 2020. The agreement provided that the reporting person would receive additional shares of common stock of the Company, for no additional consideration, based on the achievement of certain milestones. The first milestone was satisfied, as a result of which the reporting person became entitled to receive the additional shares. The number of shares issuable pursuant to the earn-out right was determined on January 26, 2022, pursuant to a formula set forth in the stock purchase agreement. The right to receive additional shares became fixed and irrevocable on October 23, 2020, the date of the acquisition of Holo Surgical Inc. by the Company.
- [F2]These shares of common stock are held by Roboticine, Inc, in which the reporting person indirectly holds a majority of the outstanding ownership interests. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- [F3]These shares of common stock are held by Neva, LLC, in which the reporting person holds all of the outstanding ownership interests.
Documents
Issuer
SURGALIGN HOLDINGS, INC.
CIK 0001760173
Entity typeother
Related Parties
1- filerCIK 0001829145
Filing Metadata
- Form type
- 4
- Filed
- Jan 27, 7:00 PM ET
- Accepted
- Jan 28, 3:18 PM ET
- Size
- 7.9 KB