Hurvitz Chaim 4
4 · Dror Ortho-Design, Inc. · Filed Sep 27, 2023
Insider Transaction Report
Form 4
Hurvitz Chaim
Director
Transactions
- Award
Series A Convertible Preferred Stock
2023-08-14+592,150.79→ 592,150.79 total(indirect: See footnote)Exercise: $0.01→ Common Stock (59,215,079 underlying) - Award
Common Warrants
2023-08-14+42,417,309→ 42,417,309 total(indirect: See footnote)Exercise: $0.03→ Common Stock (42,417,309 underlying)
Footnotes (7)
- [F1]Shares of Series A Convertible Preferred Stock, par value $0.0001 per share and with a stated value of $1.10 per share (the "Preferred Stock") of Dror Ortho-Design, Inc. (formerly Novint Technologies, Inc.) (the "Company") shall be convertible, at any time and from time to time at the option of the Holder thereof, into shares of the company's common stock, par value $0.0001 per share (the "Common Stock") from and after the date the Company has reserved shares of Common Stock on behalf of the holders of the Preferred Stock.
- [F2]The Preferred Stock is perpetual and therefore has no expiration date.
- [F3]Pursuant to a Share Exchange Agreement, dated July 5, 2023 (as amended, the "Share Exchange Agreement"), by and among the Company, Dror Ortho-Design Ltd. ("Private Dror"), and the shareholders of Private Dror, Shirat Hachaim Ltd ("Shirat Hachaim") transferred 16,103 ordinary shares of Private Dror, representing all ordinary shares of Private Dror beneficially owned by the reporting person, to the Company in exchange for shares of Preferred Stock (the "Share Exchange").
- [F4]The securities are held by Shirat Hachaim, an entity of which the reporting person is the sole owner and over whose shares the reporting person has sole voting and dispositive power .
- [F5]Warrants will be exercisable from and after the date the Company has reserved shares of Common Stock on behalf of the holders of the warrants (the "Initial Exercise Date").
- [F6]Warrants expire on the fifth anniversary of the Initial Exercise Date.
- [F7]Pursuant to a Warrant Exchange Agreement, dated August 14, 2023, between the Company and the reporting person, simultaneously with the Share Exchange, warrants to purchase 7,109 ordinary shares of Private Dror held by Shirat Hachaim, representing all warrants to purchase ordinary shares of Private Dror beneficially owned by the reporting person, were cancelled, and the Company issued to Shirat Hachaim warrants to purchase shares of the Company's Common Stock with an exercise price of $0.033 per share.