Glover Stephen C. 4

Accession 0001493152-22-035479

CIK 0001859007other

View on SEC.gov Company Profile

Filed

Dec 13, 7:00 PM ET

Accepted

Dec 14, 7:24 PM ET

Size

34.9 KB

Accession

0001493152-22-035479

Insider Transaction Report

Form 4

Period: 2022-12-12

ZyVersa Therapeutics, Inc.ZVSA

Glover Stephen C.

DirectorChief Executive Officer

Transactions

Award
Common Stock
2022-12-12+43,847→ 43,847 total(indirect: See footnote)
Award
Common Stock
2022-12-12+49,636→ 49,636 total(indirect: See footnote)
Award
Series A Convertible Preferred Stock
2022-12-12+18→ 1,750 total
Exercise: $10.00From: 2022-12-12→ Common Stock (1,750 underlying)
Award
Stock Options (right to buy)
2022-12-12+168,761→ 168,761 total
Exercise: $5.03Exp: 2026-10-28→ Common Stock (168,761 underlying)
Award
Stock Options (right to buy)
2022-12-12+264,838→ 264,838 total
Exercise: $11.58Exp: 2029-04-02→ Common Stock (264,838 underlying)
Award
Warrant (right to buy)
2022-12-12+70,881→ 70,881 total
Exercise: $6.90Exp: 2027-12-12→ Common Stock (70,881 underlying)
Award
Common Stock
2022-12-12+85,442→ 85,442 total(indirect: See footnote)
Award
Stock Options (right to buy)
2022-12-12+138,980→ 138,980 total
Exercise: $5.03Exp: 2024-04-11→ Common Stock (138,980 underlying)
Award
Stock Options (right to buy)
2022-12-12+79,417→ 79,417 total
Exercise: $16.36Exp: 2032-02-03→ Common Stock (79,147 underlying)
Award
Common Stock
2022-12-12+448,909→ 448,909 total
Award
Stock Options (right to buy)
2022-12-12+126,138→ 126,138 total
Exercise: $16.36Exp: 2031-02-08→ Common Stock (126,138 underlying)
Award
Warrant (right to buy)
2022-12-12+3,022→ 3,022 total
Exercise: $11.58Exp: 2023-10-31→ Common Stock (3,022 underlying)
Award
Warrant (right to buy)
2022-12-12+17,903→ 17,903 total(indirect: See footnote)
Exercise: $11.58Exp: 2023-10-31→ Common Stock (17,903 underlying)
Award
Warrant (right to buy)
2022-12-12+1,750→ 1,750 total
Exercise: $11.50Exp: 2027-12-12→ Common Stock (1,750 underlying)

Footnotes (12)

[F1]Received in connection with the Issuer's business combination with Larkspur Health Acquisition Corp., a Delaware corporation ("Larkspur") in accordance with the terms of the Business Combination Agreement, dated July 20, 2022, as amended (the "Business Combination Agreement") by and among ZyVersa Therapeutics, Inc., a Florida corporation ("Old ZyVersa"), the Securityholder Representative (as defined in the Business Combination Agreement) named therein, Larkspur, and Larkspur Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Larkspur ("Merger Sub") pursuant to which Merger Sub merged with and into Old ZyVersa (the "Acquisition Merger"), with Old Zyversa as the surviving company of the Acquisition Merger and, after giving effecting to such Acquisition Merger, Old ZyVersa became a wholly-owned subsidiary of Larkspur and changed its name to the Issuer.
[F10]The option vests in 3 equal annual installments commencing on January 28, 2023.
[F11]The warrant is immediately exercisable in full.
[F12]The Reporting Person paid $1,000 per share of Series A Convertible Preferred Stock and warrants in an amount equal to 100% of the common shares issuable upon conversion of the Series A Convertible Preferred Stock for an aggregate of $17,500. No half shares of the Series A Convertible Preferred Stock were issued, therefore, the reporting person received 18 shares of such preferred stock instead of 17.5.
[F2]The securities are held of record by Asclepius Life Sciences Fund, L.P ("ALS Fund"). Reporting Person serves as the managing member of ALS Fund. Reporting person disclaims beneficial ownership of these securities 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]The securities are held of record by Asclepius Master Fund, LTD. ("AM Fund"). Reporting Person serves as the managing director of AM Fund. Reporting person disclaims beneficial ownership of these securities 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.
[F4]The securities are held of record by MedicaRx Inc. ("MRx"). Reporting Person serves as the managing director of MRx. Reporting person disclaims beneficial ownership of these securities 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.
[F5]The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date.
[F6]100% of the option is immediately exercisable. The option vested in 3 equal annual installments commencing on April 11, 2015.
[F7]100% of the option is immediately exercisable. The option vested on October 28, 2016.
[F8]100% of the option is immediately exercisable. The option vested in 3 equal annual installments commencing on April 2, 2020.
[F9]The option vests in 3 equal annual installments commencing on February 8, 2022.

Documents

1 file

4
ownership.xmlPrimary

Issuer

ZyVersa Therapeutics, Inc.

CIK 0001859007

→

Entity typeother

Related Parties

filerCIK 0001304406

Filing Metadata

Form type: 4
Filed: Dec 13, 7:00 PM ET
Accepted: Dec 14, 7:24 PM ET
Size: 34.9 KB

View on SEC.gov