Pembroke & Partners LLC 4/A
4/A · Matinas BioPharma Holdings, Inc. · Filed Apr 10, 2025
Insider Transaction Report
Form 4/AAmended
Pembroke & Partners LLC
10% Owner
Transactions
- Purchase
Series C Convertible Preferred Stock
[F1][F3][F2]2025-04-08$1000.00/sh+492$492,000→ 984 totalExercise: $0.59From: 2025-04-04→ Common Stock (839,591 underlying) - Purchase
Warrants
[F1]2025-04-08+1,679,182→ 3,358,364 totalExercise: $0.64From: 2025-04-08Exp: 2030-04-08→ Common Stock (1,679,182 underlying)
Footnotes (3)
- [F1]Pursuant to the Securities Purchase Agreement, dated February 13, 2025, Pembroke purchased an aggregate of 984 shares of the Issuer's Series C Convertible Preferred Stock, par value $0.0001 per share (the "Preferred Stock") with a stated value of $1,000 per share of Preferred Stock, and 3,358,364 Warrants for gross proceeds of $984,000. The Preferred Stock and Warrants were sold in two tranches with each tranche consisting of 492 shares of Preferred Stock and 1,679,182 Warrants.
- [F2]Each holder of Preferred Stock is entitled to vote on an as-converted to Common Stock basis with a per share voting price of $0.6393, granting Pembroke voting power based on the Preferred Stock of up to 23% of the outstanding Common Stock. Pembroke's beneficial ownership is subject to a 9.99% limit on the shares of Common Stock issuable upon conversion of the Preferred Stock and a 4.99% limit on the shares of Common Stock issuable upon exercise of the Warrants.
- [F3]N/A
Signature
/s/ Robert J. Eide|2025-04-10