1315 Capital II, L.P. 4
Research Summary
AI-generated summary
Interpace (IDXG) 10% Owner Converts Preferred into 9.4M Shares
What Happened
1315 Capital II, L.P. (a reported 10% owner) converted 19,000 shares of Interpace Biosciences' Series C Convertible Preferred Stock into 9,405,941 shares of common stock on January 20, 2026. The conversion used an effective conversion price of $2.02 per common share, producing common shares with an implied value of $19,000,001. The filing shows the preferred shares were disposed (converted) at $0.00 and the common shares were acquired via conversion (transaction code C).
Key Details
- Transaction date: January 20, 2026 (reported on Form 4 filed February 17, 2026 — filed late).
- Conversion math: Each Series C had an initial stated value of $1,000 and converted at an initial conversion price of $2.02 per share (see footnote).
- Shares received: 9,405,941 common shares; Series C preferred shares disposed: 19,000.
- Total implied value: $19,000,001 (9,405,941 shares × $2.02).
- Recordholder/relationships: Securities held of record by 1315 Capital II, L.P.; 1315 Capital GP II, L.P. and 1315 Capital Ultimate Holdings, LLC are general partners and may be deemed to have voting/investment power but disclaim beneficial ownership except to the extent of pecuniary interest (footnotes F3–F4).
- Other notable footnotes: Series C had no expiration date (F5); conversion formula described in footnote F2.
- Shares owned after transaction: Not specified in the provided filing.
Context
- This was a conversion of convertible preferred into common stock (a derivative conversion), not an open-market purchase or sale. Conversions increase the company’s outstanding common shares (dilutive in effect) but do not indicate a market-sale by the reporting holder.
- The filer is a 10% institutional holder, not an insider officer or director trading on personal liquidity; institutional conversions often reflect financing or capital structure terms rather than short-term sentiment.
- The Form 4 was filed late (filed Feb 17 for a Jan 20 transaction); late filings reduce transparency and can carry regulatory attention but do not necessarily imply wrongdoing.