Filing Details
- Accession Number:
- 0001104659-23-120752
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-11-22 16:15:24
- Reporting Period:
- 2023-11-20
- Accepted Time:
- 2023-11-22 16:15:24
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1769804 | Augmedix Inc. | AUGX | () | DE |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1425738 | Redmile Group, Llc | One Letterman Drive, Building D Suite D3-300 San Francisco CA 94129 | Yes | No | Yes | No | |
1650527 | Jeremy Green | C/O Redmile Group, Llc (Ny Office) 45 W. 27Th Street, Floor 11 New York NY 10001 | Yes | No | Yes | No | |
1921783 | Redco Ii Master Fund, L.p. | One Letterman Drive, Building D Suite D3-300 San Francisco CA 94129 | Yes | 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 | 2023-11-20 | 750,000 | $4.00 | 16,404,017 | No | 4 | P | Indirect | See Footnote |
Common Stock | Acquisiton | 2023-11-20 | 750,000 | $4.00 | 9,446,146 | No | 4 | P | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Indirect | See Footnote |
No | 4 | P | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Breakeven Warrant | Acquisiton | 2023-11-20 | 1,093,799 | $0.00 | 1,093,799 | $1.75 |
Common Stock | Breakeven Warrant | Acquisiton | 2023-11-20 | 1,093,799 | $0.00 | 1,093,799 | $1.75 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
1,093,799 | No | 4 | A | Indirect | ||
1,093,799 | No | 4 | A | Direct |
Footnotes
- On November 20, 2023, RedCo II Master Fund, L.P. ("RedCo II"), a private investment vehicle managed by Redmile Group, LLC ("Redmile"), purchased 750,000 shares of the Issuer's Common Stock in an underwritten offering by the Issuer (the "Equity Financing").
- The securities of the Issuer reported herein are directly owned by certain private investment vehicles managed by Redmile, including RedCo II (each, a "Redmile Fund"), and may be deemed beneficially owned by Redmile as investment manager of the Redmile Funds. The reported securities may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. Each of Redmile and Mr. Green (collectively, the "Reporting Persons") disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. This report shall not be deemed an admission that such Reporting Persons are a beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- As previously reported by Redmile on April 21, 2023, the Issuer entered into a securities purchase agreement (the "Purchase Agreement") on April 19, 2023 with certain shareholders, including RedCo II, pursuant to which the Issuer issued and sold to RedCo II shares of Common Stock and a pre-funded warrant. Pursuant to the terms of the Purchase Agreement, the Issuer also issued and sold to RedCo II a warrant (the "Breakeven Warrant") to purchase up to 1,093,799 shares of Common Stock, at an exercise price of $1.75 per share, which would only become exercisable on the earliest of (a) the date on which the Issuer closes an equity or debt financing prior to December 31, 2025;
- [continued from (3)] (b) December 31, 2025, if the Issuer cannot provide written certification that it has achieved cash flow break even from operations, excluding interest payments, for two out of three consecutive quarters prior to such date; (c) immediately prior to a change of control that occurs prior to December 31, 2025; and (d) the date on which a specified regulatory event occurs; provided, however, that the initial exercise date of the Breakeven Warrant could not be prior to the six-month anniversary of the issuance date in accordance with Nasdaq stockholder approval rules. The Breakeven Warrant became exercisable upon the closing of the Equity Financing. The Breakeven Warrant will expire on the seventh anniversary of the issuance date.
- These securities are directly owned by RedCo II.