Broadwood Partners, L.P. - Jan 27, 2025 Form 4 Insider Report for Lineage Cell Therapeutics, Inc. (LCTX)

Signature
Broadwood Partners, L.P., By: Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President
Stock symbol
LCTX
Transactions as of
Jan 27, 2025
Transactions value $
$6,000,000
Form type
4
Date filed
1/28/2025, 07:49 PM
Previous filing
Jan 16, 2025
Next filing
Feb 10, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LCTX Common Shares Purchase $6M +7.89M +18.95% $0.76 49.6M Jan 27, 2025 Direct F1, F2
transaction LCTX Common Shares Purchase $0 0 0% $0.00* 49.6M Jan 27, 2025 See Footnote F1
holding LCTX Common Shares 87.6K Jan 27, 2025 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LCTX Common Warrant Purchase $0 +7.89M $0.00 7.89M Jan 27, 2025 Common Shares 7.89M $0.91 Direct F1, F2, F4
transaction LCTX Common Warrant Purchase $0 0 0% $0.00* 7.89M Jan 27, 2025 Common Shares 7.89M $0.91 See Footnote F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported securities are directly owned by Broadwood Partners, L.P. ("Broadwood Partners") and may be deemed beneficially owned by Broadwood Capital, Inc. as General Partner of Broadwood Partners and Neal C. Bradsher as President of Broadwood Capital, Inc. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
F2 On November 19, 2024, Broadwood Partners entered into a Securities Purchase Agreement with Lineage Cell Therapeutics, Inc. (the "Issuer") pursuant to which Broadwood Partners agreed to acquire (i) 7,894,737 of the Issuer's Common Shares, no par value (the "Common Shares") and (ii) 7,894,737 common share purchase warrants (the "Common Warrants"), each of which will be exercisable for one Common Share, from the Issuer in its registered direct offering for a total purchase price of $6,000,000, or $0.76 per Common Share and accompanying Common Warrant (the "Transaction"). The closing of the Transaction was subject to obtaining the approval of the Issuer's shareholders, which was obtained on January 27, 2025, and the closing of the Transaction occurred on the same date.
F3 These securities are owned by Neal C. Bradsher in his personal capacity.
F4 The Common Warrants will expire on the earlier of (a) May 21, 2028 and (b) the 90th day following the date of the public disclosure of the intent to advance OpRegen (also known as RG6501) into a multi-center phase 2 or 3 clinical trial which includes a control or comparator arm, or if the date of such public disclosure occurs prior to May 21, 2025, then the 90th day following May 21, 2025.