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Filing Details

Accession Number:: 0001062993-21-007615
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-08-16 21:54:05
Reporting Period:: 2019-06-05

Accepted Time:: 2021-08-16 21:54:05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1770141	Uphealth Inc.	UPH	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1390808	Neil Miotto	C/O Gigcapital Group 1731 Embarcadero Road, Suite 200 Palo Alto CA 94303		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	2019-06-05	417,500	$10.00	4,436,487	No	4	P	Indirect	By GigAcquisitions2, LLC (see note below)
Common Stock	Acquisiton	2019-06-13	63,750	$10.00	4,500,237	No	4	P	Indirect	By GigAcquisitions2, LLC (see note below)
Common Stock	Acquisiton	2021-06-09	24,063	$10.00	4,524,300	No	4	J	Indirect	By GigAcquisitions2, LLC (see note below)

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By GigAcquisitions2, LLC (see note below)
No	4	P	Indirect	By GigAcquisitions2, LLC (see note below)
No	4	J	Indirect	By GigAcquisitions2, LLC (see note below)

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Private Warrants	Acquisiton	2019-06-05	417,500	$10.00	417,500	$11.50
Common Stock	Private Rights	Acquisiton	2019-06-05	417,500	$10.00	20,875	$0.00
Common Stock	Private Warrants	Acquisiton	2019-06-13	63,750	$10.00	63,750	$11.50
Common Stock	Private Rights	Acquisiton	2019-06-13	63,750	$10.00	3,188	$0.00
Common Stock	Private Rights	Disposition	2021-06-09	481,250	$10.00	0	$11.50

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
417,500	No	4	P	Indirect
417,500	No	4	P	Indirect
63,750	No	4	P	Indirect
63,750	No	4	P	Indirect
0	No	4	J	Indirect

Footnotes

$10.00 is the price per Private Unit, with each Private Unit consisting of (i) one share of Common Stock, (ii) one Private Warrant exercisable at price of $11.50 per share of Common Stock, and (iii) one Private Right which entitles the holder to receive 1/20th of one share of Common Stock upon the consummation of the Company's business combination.
Includes 3,482,500 founder shares of Common Stock previously reported in the Form 3 filed by the Reporting Persons on August 16, 2021. Includes up to 524,868 shares of Common Stock that were subject to forfeiture. The underwriters exercised the over-allotment option on June 13, 2019. Consequently, no shares were forfeited. The total shares reported include a stock dividend of 0.1541 of Common Stock for each outstanding share of Common Stock declared on June 5, 2019 following the effectiveness of the Registration Statement and prior to the private placement purchases reported in this Form 4.
The Common Stock, Private Warrants, and Private Rights are held directly by GigAcquisitions2, LLC (the "Sponsor"). Mr. Miotto is a member of GigFounders, LLC ("GigFounders"), which has a financial and voting interest in the Sponsor as a member of the Sponsor and that entitles this partnership to participate in any economic return of the Sponsor in accordance with terms negotiated with the other holders of financial and voting interests in the Sponsor. Accordingly, the shares of Common Stock held by the Sponsor. Subject to the interests of such other holders, are indirectly and beneficially owned by Mr. Miotto by virtue of his financial interest in GigFounders.
The Private Warrants will become exercisable on the later of 30 days after the completion of the Company's initial business combination or 12 months from the completion of the Company's initial public offering.
The Private Warrants will expire on the fifth anniversary of the Company's completion of its initial business combination.
The Private Rights entitle the holder to receive 1/20th of a share of Common Stock upon consummation of the Company's initial business combination without paying any additional consideration.
Upon the consummation of the Company's initial business combination.
If the Company is unable to complete its initial business combination within 18 months from the closing date of the offering the Private Rights will expire worthless.
Reflects the conversion of 481,250 Private Rights into 24,063 shares of Common Stock upon the consummation of the Company's initial business combination.