Filing Details
- Accession Number:
- 0001209191-15-042302
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2015-05-13 16:36:29
- Reporting Period:
- 2015-05-11
- Filing Date:
- 2015-05-13
- Accepted Time:
- 2015-05-13 16:36:29
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1169987 | Htg Molecular Diagnostics Inc | HTGM | Laboratory Analytical Instruments (3826) | 860912294 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1623206 | D. Lawrence Senour | One Merck Drive Po Box 1000 Whitehouse Station NJ 08889 | No | No | Yes | No | |
| 1623584 | Merck Capital Ventures Llc | One Merck Drive P.o. Box 1000 Whitehouse Station NJ 08889 | No | No | Yes | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2015-05-11 | 125,327 | $0.00 | 125,327 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2015-05-11 | 90,494 | $0.00 | 215,821 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2015-05-11 | 192,373 | $0.00 | 408,194 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2015-05-11 | 70,898 | $0.00 | 479,092 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2015-05-11 | 1,963 | $0.00 | 481,055 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2015-05-11 | 55,377 | $14.00 | 536,432 | No | 4 | J | Direct | |
| Common Stock | Acquisiton | 2015-05-11 | 52,929 | $0.00 | 589,361 | No | 4 | J | Direct | |
| Common Stock | Acquisiton | 2015-05-11 | 167,343 | $14.00 | 756,704 | No | 4 | P | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | J | Direct | |
| No | 4 | J | Direct | |
| No | 4 | P | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series C-1 Convertible Preferred Stock | Disposition | 2015-05-11 | 8,670,520 | $0.00 | 125,327 | $0.00 |
| Common Stock | Series C-2 Convertible Preferred Stock | Disposition | 2015-05-11 | 9,601,924 | $0.00 | 90,494 | $0.00 |
| Common Stock | Series D Convertible Preferred Stock | Disposition | 2015-05-11 | 20,658,958 | $0.00 | 192,373 | $0.00 |
| Common Stock | Series E Convertible Preferred Stock | Disposition | 2015-05-11 | 7,613,826 | $0.00 | 70,898 | $0.00 |
| Series D Convertible Preferred Stock | Series D Convertible Preferred Stock Warrant (right to buy) | Disposition | 2015-05-11 | 210,893 | $0.00 | 210,893 | $0.00 |
| Common Stock | Series D Convertible Preferred Stock | Acquisiton | 2015-05-11 | 210,893 | $0.00 | 1,963 | $0.00 |
| Common Stock | Series D Convertible Preferred Stock | Disposition | 2015-05-11 | 210,893 | $0.00 | 1,963 | $0.00 |
| Series E Convertible Preferred Stock | Series E Convertible Preferred Stock Warrant (right to buy) | Disposition | 2015-05-11 | 1,818,681 | $0.00 | 1,818,681 | $0.22 |
| Common Stock | Common Warrant (right to buy) | Acquisiton | 2015-05-11 | 28,436 | $0.00 | 28,436 | $14.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | 2010-07-30 | 2020-07-29 | No | 4 | X | Direct |
| 210,893 | No | 4 | X | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | 2015-01-14 | 2022-01-14 | No | 4 | C | Direct |
| 28,436 | 2015-01-14 | 2022-01-14 | No | 4 | C | Direct |
Footnotes
- Automatic conversion, in connection with the Issuer's initial public offering, of preferred stock into shares of common stock on a 1 for 107.39 basis, after accounting for any applicable antidilution adjustments. The shares have no expiration date.
- The warrant was net exercised for shares of common stock upon the closing of the Issuer's initial public offering.
- Represents the conversion of outstanding promissory notes in the principal amount of $767,719.83, plus accrued interest, into shares of the Issuer's common stock upon closing of the Issuer's initial public offering at a conversion price of $14.00 per share.
- On April 23, 2015, the Board of Directors of the Issuer declared a dividend payable to all holders of the Series D Convertible Preferred Stock and Series E Convertible Preferred Stock of the Issuer payable in the form of shares of Common Stock of the Issuer. The dividends were issued in connection with the closing of the Issuer's initial public offering.
- The shares were purchased at the Issuer's initial public offering.
- The shares of Series D Convertible Preferred Stock have no expiration date and are convertible at any time at the election of the holder without payment of further consideration. Each share of Series D Convertible Preferred Stock will automatically convert on a 1 for 107.39 basis into shares of Common Stock upon the closing of the Issuer's initial public offering.
- Pursuant to the terms of the warrant, effective upon the closing of the Issuer's initial public offering, the warrant became exercisable for the number of shares of common stock shown above at an exercise price equal to $14.00 per share.
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