4//SEC Filing
Mika Yuval 4
Accession 0001213900-23-037029
CIK 0001814114other
Filed
May 4, 8:00 PM ET
Accepted
May 5, 8:20 PM ET
Size
8.5 KB
Accession
0001213900-23-037029
Insider Transaction Report
Form 4
Mika Yuval
See Remarks
Transactions
- Exercise/Conversion
Common Stock, par value $0.0001 per share ("Common Stock")
2023-04-12+8,852→ 49,572 total - Exercise/Conversion
Right to Receive Earnout Shares
2023-04-12−8,852→ 8,852 total→ Common Stock (8,852 underlying)
Footnotes (2)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of July 4, 2022 (and as subsequently amended) by and among the Issuer and certain other parties named therein (the "Merger Agreement"), the Reporting Person has the contingent right to receive, for no additional consideration, the Reporting Person's Pro Rata Portion (as such term is defined in the Merger Agreement ) of 8,000,000 shares of common stock of the Issuer (the "Earnout Shares") if, at any time from January 26, 2023 until January 26, 2028, the volume-weighted average price of the common stock of the Issuer is greater than or equal to (i) with respect to 4,000,000 Earnout Shares, $15.00 per share over any 20 trading days within any 30-trading day period (the "Initial Milestone Event") and (ii) with respect to 4,000,000 Earnout Shares, $20.00 per share over any 20 trading days within any 30-trading day period.
- [F2]The Initial Milestone Event occurred on April 12, 2023 and 8,852 shares of Common Stock were issued to the Reporting Person on April 19, 2023 in accordance with the Merger Agreement.
Documents
Issuer
Orchestra BioMed Holdings, Inc.
CIK 0001814114
Entity typeother
Related Parties
1- filerCIK 0001949285
Filing Metadata
- Form type
- 4
- Filed
- May 4, 8:00 PM ET
- Accepted
- May 5, 8:20 PM ET
- Size
- 8.5 KB