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Filing Details

Accession Number:: 0000950170-23-070459
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-12-14 17:10:06
Reporting Period:: 2023-12-12

Accepted Time:: 2023-12-14 17:10:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1705843	Cibus Inc.	CBUS	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1016835	B Rory Riggs	C/O Cibus, Inc. 6455 Nancy Ridge Drive San Diego CA 92121	Chief Executive Officer	No	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
Class A Common Stock	Disposition	2023-09-27	39,476	$0.00	1,105,388	No	4	J	Indirect	See footnote
Class A Common Stock	Acquisiton	2023-12-12	517,107	$10.58	1,622,495	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	See footnote
No	4	P	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Pre-Funded Warrant	Acquisiton	2023-12-12	50,000	$10.57	50,000	$0.01

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
50,000			No	4	J	Direct

Footnotes

On September 27, 2023, New Ventures Agtech Solutions, LLC effectuated a pro rata distribution to its members (the "Distribution") of all of the shares of Class A Common Stock, par value $0.0001 ("Class A Common Stock"), of Cibus, Inc. (the "Issuer") held by it, which were previously reported as indirectly attributable to the Reporting Person as a result of the Reporting Person having shared voting and investment power in respect of New Ventures Agtech Solutions, LLC. Pursuant to the Distribution, (i) 63,626 shares of Class A Common Stock were distributed to the Reporting Person; (ii) 15,791 shares of Class A Common Stock were distributed to the Reporting Person's spouse; and (iii) 39,476 shares of Class A Common Stock were distributed to other members of New Ventures Agtech Solutions, LLC ("Third-Party Member Shares"), which Third-Party Member Shares the Reporting Person has no beneficial interest in.
Includes (i) 5,401 shares of Class A Common Stock held jointly with the reporting person's sibling and (ii) 79,417 shares of Class A Common Stock previously reported as indirectly attributable to the Reporting Person through New Ventures Agtech Solutions, LLC that were acquired by the Reporting Person pursuant to the Distribution, of which 63,626 shares of Class A Common Stock are held directly by the Reporting Person and 15,791 shares of Class A Common Stock are held indirectly through the Reporting Person's spouse.
On December 11, 2023, the Issuer entered into an Underwriting Agreement with Stifel, Nicolaus & Company, Incorporated and Canaccord Genuity LLC, as underwriters in respect of an underwritten registered direct offering (the "Underwritten Offering"). Pursuant to the Underwritten Offering, the underwriters placed (i) 517,107 shares of Class A Common Stock to Mr. Riggs at a purchase price of $10.58; (ii) 2,106,723 shares of Class A Common Stock to certain other investors at a purchase price of $9.00; and (iii) 50,000 Pre-Funded Warrants to purchase 50,000 shares of Class A Common Stock ("Pre-Funded Warrants") to Mr. Riggs at a purchase price of $10.57 per Pre-Funded Warrant. On December 14, 2023, the Issuer consummated the Underwritten Offering.
Pre-Funded Warrants have no expiration date, may be exercised on a one-for-one basis for shares of Class A Common Stock at an exercise price of $0.01 per share of Class A Common Stock and are exercisable immediately, to the extent that after giving effect to such exercise the Reporting Person would beneficially own, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, no more than 19.99% of the outstanding shares of Class A Common Stock or the combined voting power of all of the Issuer's outstanding common stock.