Filing Details
- Accession Number:
- 0001209191-21-061994
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2021-10-28 21:05:50
- Reporting Period:
- 2021-10-26
- Accepted Time:
- 2021-10-28 21:05:50
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1452965 | Minerva Surgical Inc | UTRS | () | 4 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1235112 | J Patrick Kerins | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | No | Yes | No | |
| 1237289 | D Scott Sandell | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | No | Yes | No | |
| 1277631 | Forest Baskett | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | No | Yes | No | |
| 1452907 | New Enterprise Associates 13 Lp | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | No | Yes | No | |
| 1460751 | Nea 13 Gp, Ltd | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | No | No | Yes | No | |
| 1460752 | Nea Partners 13, Limited Partnership | 1954 Greenspring Drive Suite 600 Timonium MD 21093 | 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 | 2021-10-26 | 596,183 | $0.00 | 596,183 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2021-10-26 | 1,190,212 | $0.00 | 1,786,395 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2021-10-26 | 3,409,709 | $0.00 | 5,196,104 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2021-10-26 | 3,503,021 | $0.00 | 8,699,125 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2021-10-26 | 1,300,000 | $12.00 | 9,999,125 | 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 | P | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series B Preferred Stock | Disposition | 2021-10-26 | 596,183 | $0.00 | 596,183 | $0.00 |
| Common Stock | Series C Preferred Stock | Disposition | 2021-10-26 | 1,190,212 | $0.00 | 1,190,212 | $0.00 |
| Common Stock | Series D Preferred Stock | Disposition | 2021-10-26 | 3,409,709 | $0.00 | 3,409,709 | $0.00 |
| Series D Preferred Stock | Subordinated Secured Convertible Promissory Note | Disposition | 2021-10-26 | 0 | $0.00 | 553,449 | $11.31 |
| Series D Preferred Stock | Subordinated Secured Convertible Promissory Note | Disposition | 2021-10-26 | 0 | $0.00 | 532,334 | $11.31 |
| Series D Preferred Stock | Subordinated Secured Convertible Promissory Note | Disposition | 2021-10-26 | 0 | $0.00 | 517,593 | $11.31 |
| Series D Preferred Stock | Subordinated Secured Convertible Promissory Note | Disposition | 2021-10-26 | 0 | $0.00 | 503,146 | $11.31 |
| Series D Preferred Stock | Subordinated Secured Convertible Promissory Note | Disposition | 2021-10-26 | 0 | $0.00 | 546,012 | $11.31 |
| Series D Preferred Stock | Subordinated Secured Convertible Promissory Note | Disposition | 2021-10-26 | 0 | $0.00 | 850,492 | $11.31 |
| Common Stock | Series D Preferred Stock | Acquisiton | 2021-10-26 | 553,449 | $0.00 | 553,449 | $0.00 |
| Common Stock | Series D Preferred Stock | Acquisiton | 2021-10-26 | 532,333 | $0.00 | 532,333 | $0.00 |
| Common Stock | Series D Preferred Stock | Acquisiton | 2021-10-26 | 517,592 | $0.00 | 517,592 | $0.00 |
| Common Stock | Series D Preferred Stock | Acquisiton | 2021-10-26 | 503,145 | $0.00 | 503,145 | $0.00 |
| Common Stock | Series D Preferred Stock | Acquisiton | 2021-10-26 | 546,011 | $0.00 | 546,011 | $0.00 |
| Common Stock | Series D Preferred Stock | Acquisiton | 2021-10-26 | 850,491 | $0.00 | 850,491 | $0.00 |
| Common Stock | Series D Preferred Stock | Disposition | 2021-10-26 | 3,503,021 | $0.00 | 3,503,021 | $0.00 |
| 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 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 553,449 | No | 4 | C | Direct | ||
| 1,085,782 | No | 4 | C | Direct | ||
| 1,603,374 | No | 4 | C | Direct | ||
| 2,106,519 | No | 4 | C | Direct | ||
| 2,652,530 | No | 4 | C | Direct | ||
| 3,503,021 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct |
Footnotes
- The Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and had no expiration date.
- The securities are directly held by New Enterprise Associates 13, L.P. ("NEA 13") and are indirectly held by NEA Partners 13, L.P. ("NEA Partners 13"), the sole general partner of NEA 13, NEA 13 GP, LTD ("NEA 13 LTD"), the sole general partner of NEA Partners 13 and the individual directors of NEA 13 LTD (NEA Partners 13, NEA 13 LTD and the individual directors of NEA 13 LTD (collectively, the "Directors"), together, the "Indirect Reporting Persons"). The Directors of NEA 13 LTD are Forest Baskett, Patrick J. Kerins and Scott D. Sandell. The Indirect Reporting Persons disclaim beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the securities held by NEA 13 in which the Indirect Reporting Persons have no pecuniary interest.
- Represents $6,257,308.36 of outstanding principal and interest calculated through October 26, 2021, on which date such amount converted into shares of Series D Preferred Stock at a conversion price per share of $11.30602.
- Represents $6,018,574.40 of outstanding principal and interest calculated through October 26, 2021, on which date such amount converted into shares of Series D Preferred Stock at a conversion price per share of $11.30602.
- Represents $5,851,915.34 of outstanding principal and interest calculated through October 26, 2021, on which date such amount converted into shares of Series D Preferred Stock at a conversion price per share of $11.30602.
- Represents $5,688,578.14 of outstanding principal and interest calculated through October 26, 2021, on which date such amount converted into shares of Series D Preferred Stock at a conversion price per share of $11.30602.
- Represents $6,173,219.88 of outstanding principal and interest calculated through October 26, 2021, on which date such amount converted into shares of Series D Preferred Stock at a conversion price per share of $11.30602.
- Represents $9,615,676.10 of outstanding principal and interest calculated through October 26, 2021, on which date such amount converted into shares of Series D Preferred Stock at a conversion price per share of $11.30602.
Billionaire Hedge Funds
