David Green - Nov 26, 2021 Form 4 Insider Report for Biostage, Inc. (BSTG)

Role
Interim CEO, Director
Signature
/s/ Chad Porter, by power of attorney
Stock symbol
BSTG
Transactions as of
Nov 26, 2021
Transactions value $
$250,001
Form type
4
Date filed
11/30/2021, 05:14 PM
Next filing
May 23, 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BSTG Common Stock Purchase $250K +72.5K +314.35% $3.45 95.5K Nov 26, 2021 Direct F1
holding BSTG Common Stock 16.5K Nov 26, 2021 2018 Biostage GRAT

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 BSTG Warrant (right to buy) Purchase +36.2K 36.2K Nov 26, 2021 Common Stock, par value $0.01 per share 36.2K $3.45 Direct F1
transaction BSTG Stock Option (right to buy) Award $0 +374K $0.00 374K Nov 26, 2021 Common Stock, par value $0.01 per share 374K $2.40 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On November 26, 2021, the Issuer and the Reporting Person entered into a securities purchase agreement (the "Purchase Agreement") pursuant to which the Reporting Person acquired from the Issuer in a private placement: (i) 72,464 shares of the Issuer's common stock, $0.01 par value (collectively, the "Shares"); and (ii) a warrant to purchase up to 36,232 shares of common stock with an exercise price of $2.00 per share (the "Warrant"). The aggregate subscription amount paid by the Reporting Person for the Shares and Warrant acquired by it pursuant to the Purchase Agreement was $250,000.
F2 Subject to continued employment or service through the applicable vesting dates, (i) 106,884 shares will vest monthly in twelve equal monthly installments on each monthly anniversary of November 26, 2021, and (ii) up to 267,210 shall vest in three increments, two for 80,163 shares each and the third for 106,884 shares, each such vesting subject to certain performance milestones set by the Board of Directors of the Issuer.

Remarks:

This form has been signed under power of attorney.