Form 4 for HYPR Hyperfine, Inc.
Accepted 2021-12-23 00:00:00 ET · period of report 2021-12-22 · accession 0001104659-21-153332 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-12-23 | 2021-12-23 | HYPR | Huennekens R Scott | Dir | A - Grant | $0.00 | +16.5K | 16.5K | New | $0 |
| DM | 2021-12-23 | 2021-12-22 | HYPR | Huennekens R Scott | Dir | A - Grant | — | +1.19M | 237.4K | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-12-23 | A | A | 16,483 | $0.00 | 16,483 | D | — | — | (F1) Consists of restricted stock units ("RSUs"). Each RSU represents the right to receive one share of common stock upon vesting. The RSUs vest in equal annual installments over three years beginning on December 23, 2022, subject to Mr. Huennekens' continued service through the applicable vesting date. |
| 2 | Derivative | Stock Option (right to buy) | 2021-12-22 | A | A | 237,437 | — | 237,437 | D | $3.27 · — to 2031-04-27 | 237,437 Class A Common Stock | (F7) Received in connection with the Mergers in exchange for a stock option to acquire 725,000 shares of Hyperfine common stock for $1.07 per share. (F6) within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share that equals or exceeds 1.5 times $3.92 (as adjusted) within three years of the closing of the IPO; or (3) the closing of a private financing round within three years of Mr. Huennekens' start date in which $50 million or more is raised and Hyperfine's stock price per share equals or exceeds 1.5 times $3.92 (as adjusted). (F5) The shares underlying this option vest and will become exercisable upon the first to occur of the following: (1) the completion of a business combination that results in the operating business of Hyperfine and Liminal becoming a publicly traded company (a "SPAC transaction") within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share of $15.00 or more for at least 20 out of 30 consecutive trading days within three years of the closing of the SPAC transaction; (2) the completion of the initial public offering of Hyperfine and Liminal ("IPO") |
| 3 | Derivative | Stock Option (right to buy) | 2021-12-22 | A | A | 712,312 | — | 712,312 | D | $3.27 · — to 2031-04-27 | 712,312 Class A Common Stock | (F4) pursuant to which Merger Sub I merged with and into Hyperfine (the "Hyperfine Merger"), with Hyperfine surviving the Hyperfine Merger as a wholly owned subsidiary of HealthCor, and Merger Sub II merged with and into Liminal (the "Liminal Merger" and, together with the Hyperfine Merger, the "Mergers"), with Liminal surviving the Liminal Merger as a wholly owned subsidiary of HealthCor (which changed its name to "Hyperfine, Inc.", the "Issuer"), these shares were received in connection with the Mergers in exchange for a stock option to acquire 2,175,000 shares of Hyperfine common stock for $1.07 per share. (F3) In connection with the closing of the transactions contemplated by the Business Combination Agreement, dated as of July 7, 2021, by and among HealthCor Catalio Acquisition Corp. ("HealthCor"), Optimus Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor ("Merger Sub I"), Optimus Merger Sub II, Inc., a Delaware corporation and wholly owned subsidiary of HealthCor ("Merger Sub II"), Hyperfine, Inc., a Delaware corporation ("Hyperfine"), and Liminal Sciences, Inc., a Delaware corporation ("Liminal"), (F2) The shares underlying this option vest as to 25% on June 30, 2022, with the remainder of the options vesting in equal monthly installments over the following 36 months, subject to Mr. Huennekens' continued service on each vesting date. |
| 4 | Derivative | Stock Option (right to buy) | 2021-12-22 | A | A | 237,437 | — | 237,437 | D | $3.27 · — to 2031-04-27 | 237,437 Class A Common Stock | (F9) Received in connection with the Mergers in exchange for a stock option to acquire 725,000 shares of Hyperfine common stock for $1.07 per share. (F8) The shares underlying this option vest and will become exercisable upon the first to occur of the following: (1) the completion of a SPAC transaction within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share of $30.00 or more for at least 20 out of 30 consecutive trading days within four years of the closing of the SPAC transaction; (2) the completion of an IPO within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share that equals or exceeds 3.0 times $3.92 (as adjusted) within four years of the closing of the IPO; or (3) the closing of a private financing round within four years of Mr. Huennekens' start date in which $50 million or more is raised and Hyperfine's stock price per share equals or exceeds 3.0 times $3.92 (as adjusted). |