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Filing Details

Accession Number:: 0001534424-16-001013
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-09-07 18:39:20
Reporting Period:: 2016-09-02

Filing Date:: 2016-09-07
Accepted Time:: 2016-09-07 18:39:20
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1285550	Mri Interventions Inc.	MRIC	Surgical & Medical Instruments & Apparatus (3841)	582394628

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1540174	K. Andrew Rooke	C/O Mri Interventions, Inc. 5 Musick Irvine, CA 92618		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2016-09-02	10,000	$0.00	10,000	No	4	P	Indirect	By trust
Common Stock	Acquisiton	2016-09-02	200,000	$0.00	210,000	No	4	C	Indirect	By trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By trust
No	4	C	Indirect	By trust

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Warrants (right to buy)	Acquisiton	2016-09-02	9,000	$0.00	9,000	$5.50
Unit	2009 Note	Disposition	2016-09-02	0	$5.00	0	$5.00
Common Stock	Warrants (right to buy)	Acquisiton	2016-09-02	180,000	$0.00	180,000	$5.50
Common Stock	Warrants(5) (right to buy)	Acquisiton	2014-03-25	7,500	$0.00	7,500	$5.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
9,000	2016-09-02	2021-09-02	No	4	P	Indirect
0			No	4	C	Indirect
180,000	2016-09-02	2021-09-02	No	4	C	Indirect
7,500	2014-03-25	2019-03-25	No	4	P	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	255,439	Direct
Common Stock	4,658	Indirect	By trust
Common Stock	4,658	Indirect	By trust
Common Stock	4,658	Indirect	By trust
Common Stock	4,658	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	2,602	Indirect	By trust
Common Stock	11,628	Indirect	By Withington Foundation
Common Stock	12,500	Indirect	By Payne Partners LLC
Common Stock	51,455	Indirect	By Rooke Fiduciary Management

Footnotes

The reported securities are included within 40,000 units purchased by the Reporting Person for $5.00 per unit. Each unit consists of one share of common stock and one warrant to purchase 0.90 share of common stock.
The reported securities are included within 200,000 units sold to the Reporting Person for $5.00 per unit upon the automatic conversion of the $1,000,000 principal balance of the 12% Second-Priority Secured Non-Convertible Promissory Note Due 2019 dated as of March 25, 2014 ("2019 Note") issued to and held by the Reporting Person, as amended by that certain Omnibus Amendment dated as of June 30, 2016 and that certain Second Omnibus Amendment dated as of August 31, 2016 (the "Second Omnibus Amendment"). Each unit consists of one share of common stock and one warrant to purchase 0.90 share of common stock.
Upon the closing of the Issuer's private placement on September 2, 2016 (the "Private Placement"), in accordance with the terms and conditions of the Second Omnibus Amendment, the $1,000,000 principal balance of the 2019 Note held by the Reporting Person automatically converted into 200,000 units issued and sold to the Reporting Person based on the $5.00 offering price in the Private Placement. Each unit consists of common stock and one warrant to purchase 0.90 share of common stock.
The shares subject to this warrant are immediately exercisable.
These warrants were previously reported on the Form 4 filed with the Securities and Exchange Commission on March 26, 2014. This line item reflects the current exercise price of such warrants resulting from anti-dilution adjustments made pursuant to the Second Omnibus Amendment triggered by the Private Placement, on a post reverse stock split basis,.