Filing Details
- Accession Number:
- 0001493152-23-023195
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-06-30 17:34:34
- Reporting Period:
- 2023-05-09
- Accepted Time:
- 2023-06-30 17:34:34
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1402945 | Progressive Care Inc. | RXMD | Retail-Drug Stores And Proprietary Stores (5912) | 320186005 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1509529 | M. Charles Fernandez | C/O Nextplat Corp, 3250 Mary St., Suite 410 Coconut Grove FL 33133 | Chairman And Ceo | Yes | Yes | No | 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 | 2023-05-09 | 228,240 | $2.20 | 303,517 | No | 4 | C | Indirect | By eAperion Partners LLC |
| Common Stock | Acquisiton | 2023-05-09 | 455,000 | $2.20 | 758,517 | No | 4 | P | Indirect | By NextPlat Corp |
| Common Stock | Acquisiton | 2023-05-09 | 570,599 | $2.20 | 1,329,116 | No | 4 | C | Indirect | By NextPlat Corp |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Indirect | By eAperion Partners LLC |
| No | 4 | P | Indirect | By NextPlat Corp |
| No | 4 | C | Indirect | By NextPlat Corp |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Convertible Note | Disposition | 2023-05-09 | 0 | $0.00 | 228,240 | $2.20 |
| Common Stock | Common Stock Warrant | Acquisiton | 2023-05-09 | 228,240 | $0.00 | 228,240 | $2.20 |
| Common Stock | Common Stock Warrant | Acquisiton | 2023-05-09 | 190,000 | $0.00 | 190,000 | $2.20 |
| Common Stock | Common Stock Warrant | Acquisiton | 2023-05-09 | 455,000 | $1,000,000.00 | 455,000 | $2.20 |
| Common Stock | Convertible Note | Disposition | 2023-05-09 | 0 | $0.00 | 570,599 | $2.20 |
| Common Stock | Common Stock Warrant | Acquisiton | 2023-05-09 | 570,599 | $0.00 | 570,599 | $2.20 |
| Common Stock | Convertible Note | Disposition | 2022-11-16 | 0 | $0.00 | 0 | $0.03 |
| Common Stock | Convertible Note | Acquisiton | 2022-11-16 | 0 | $0.00 | 0 | $2.20 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2022-09-08 | 2027-08-31 | No | 4 | C | Indirect |
| 228,240 | 2023-05-09 | 2028-05-09 | No | 4 | P | Indirect |
| 190,000 | 2023-05-09 | 2026-05-09 | No | 4 | P | Indirect |
| 645,000 | 2026-05-09 | No | 4 | P | Indirect | |
| 0 | 2022-09-08 | 2027-08-31 | No | 4 | C | Indirect |
| 798,839 | 2023-05-09 | 2028-05-09 | No | 4 | P | Indirect |
| 0 | 2022-11-16 | 2025-11-16 | No | 4 | C | Indirect |
| 0 | 2022-11-16 | 2025-11-16 | No | 4 | C | Indirect |
Footnotes
- On May 9, 2023, the Reporting Person and NextPlat Corp entered into a Debt Conversion Agreement whereby Issuer issued 228,240 shares of the Issuer's common stock to eAperion Partners LLC, an entity wholly owned by the Reporting Person, and 570,599 shares of the Issuer's common stock to NextPlat Corp upon conversion of the Reporting Person's share of outstanding principal and accrued and unpaid interest of a Secured Promissory Note dated September 2, 2022, at a conversion price of $2.20 per share.
- Pursuant to the Debt Conversion Agreement dated May 9, 2023, Issuer agreed to issue one warrant for a number of shares equal to the number of conversion shares issued to the Reporting Person. The warrants have a five-year term, are immediately exercisable, and have an exercise price of $2.20.
- On May 9, 2023, the Reporting Person was issued warrants to purchase 190,000 shares of common stock of the Issuer as an inducement to approve the transaction contemplated by the Securities Purchase Agreement dated May 5, 2023. The warrants have a three-year term, are immediately exercisable, and have an exercise price of $2.20.
- On May 5, 2023, the Issuer entered into a Securities Purchase Agreement with NextPlat Corp, whereby NextPlat Corp. agreed to purchase 455,000 units of securities, consisting of one share of common stock and one warrant. Each warrant is exercisable at $2.20 per share. The warrants are immediately exercisable and have a term of three years.
- On May 9, 2023, NextPlat Corp entered into a First Amendment to the Securities Purchase Agreement dated November 16, 2022 (the "Debenture Purchase Agreement"), resulting in the cancellation of the "old" convertible note and the purchase of a replacement convertible note. Pursuant to the Amendment, NextPlat Corp agreed to amend the Debenture Purchase Agreement and the Form of Debenture to increase the conversion price to $2.20 per share. The debentures are convertible at any time, upon NextPlat Corp.'s election, to shares of the Issuer's common stock. No debentures have been purchased to date.
- The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- The Reporting Person is the sole member and managing member of eAperion Partners LLC.
- Includes 18,261 shares of common stock directly held by the Reporting Person; 45,652 shares of common stock held indirectly by NextPlat Corp., of which the Reporting Person is the Chief Executive Officer; and 11,364 shares of common stock held indirectly by eAperion Partners LLC, of which the Reporting person is the sole member and managing member.
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