Form 4 for UNCY Unicycive Therapeutics, Inc.
Accepted 2023-07-13 00:00:00 ET · period of report 2023-07-11 · accession 0001213900-23-056885 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2023-07-13 | 2023-07-11 | UNCY | Aggarwal Gaurav | Dir | C - Cnv Deriv | — | +3.47M | 3.47M | New | — |
| DMI | 2023-07-13 | 2023-07-11 | UNCY | Aggarwal Gaurav | Dir | C - Cnv Deriv | $0.143 | +56.48M | 12.80M | New | +$8.07M |
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 | Common Stock | 2023-07-11 | C | A | 3,470,152 | — | 3,470,152 | I By Vivo Opportunity Fund Holdings, L.P. | — | — | (F1) On July 11, 2023, the 8,077 shares of Series A-1 Preferred Stock then held by Vivo Opportunity Fund Holdings, L.P. automatically converted into (i) 3,470,152 shares of Common Stock, (ii) 13,429,000 shares of Series A-2 Preferred Stock, (iii) Tranche A Warrants to purchase 12,802,388 shares of Series A-3 Preferred Stock, (iv) Tranche B Warrants to purchase 11,638,534 shares of Series A-4 Preferred Stock and (v) Tranche C Warrants to purchase 18,621,655 shares of Series A-5 Preferred Stock. The shares of Series A-1 Preferred Stock had no expiration date. (F2) Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. |
| 2 | Derivative | Series A-1 Preferred Stock | 2023-07-11 | C | D | 8,077 | $1,000.00 | 0 | I By Vivo Opportunity Fund Holdings, L.P. | $0.49 · — to — | 59,961,729 Common Stock | (F2) Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. (F1) On July 11, 2023, the 8,077 shares of Series A-1 Preferred Stock then held by Vivo Opportunity Fund Holdings, L.P. automatically converted into (i) 3,470,152 shares of Common Stock, (ii) 13,429,000 shares of Series A-2 Preferred Stock, (iii) Tranche A Warrants to purchase 12,802,388 shares of Series A-3 Preferred Stock, (iv) Tranche B Warrants to purchase 11,638,534 shares of Series A-4 Preferred Stock and (v) Tranche C Warrants to purchase 18,621,655 shares of Series A-5 Preferred Stock. The shares of Series A-1 Preferred Stock had no expiration date. |
| 3 | Derivative | Series A-2 Preferred Stock | 2023-07-11 | C | A | 13,429,000 | $0.00 | 13,429,000 | I By Vivo Opportunity Fund Holdings, L.P. | — · — to — | 13,429,000 Common Stock | (F2) Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. (F3) Each of the Series A-2 Preferred Stock, Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series A-5 Preferred Stock (collectively, the "Preferred Stock") is convertible into Common Stock on a one-for-one basis; however, the Preferred Stock is subject to blocking provisions which preclude such shares from being converted if such conversion would result in the holder obtaining greater than 9.99% of the Issuer's voting securities. The shares of Preferred Stock have no expiration date. |
| 4 | Derivative | Tranche C Warrants (right to buy) | 2023-07-11 | C | A | 18,621,655 | $0.00 | 18,621,655 | I By Vivo Opportunity Fund Holdings, L.P. | $0.74 · — to — | 18,621,655 Series A-5 Preferred Stock | (F2) Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. (F4) The Tranche A Warrants, Tranche B Warrants and Tranche C Warrants are immediately exercisable for shares of Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series A-5 Preferred Stock, respectively, and will each expire upon the Issuer's satisfaction of certain milestones. |
| 5 | Derivative | Tranche B Warrants (right to buy) | 2023-07-11 | C | A | 11,638,534 | $0.00 | 11,638,534 | I By Vivo Opportunity Fund Holdings, L.P. | $0.59 · — to — | 11,638,534 Series A-4 Preferred Stock | (F2) Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. (F4) The Tranche A Warrants, Tranche B Warrants and Tranche C Warrants are immediately exercisable for shares of Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series A-5 Preferred Stock, respectively, and will each expire upon the Issuer's satisfaction of certain milestones. |
| 6 | Derivative | Tranche A Warrants (right to buy) | 2023-07-11 | C | A | 12,802,388 | $0.00 | 12,802,388 | I By Vivo Opportunity Fund Holdings, L.P. | $0.54 · — to — | 12,802,388 Series A-3 Preferred Stock | (F2) Vivo Opportunity Fund Holdings, L.P. is the record holder of the securities. The Reporting Person is a managing member of Vivo Opportunity, LLC, which is the general partner of Vivo Opportunity Fund Holdings, L.P. The Reporting Person disclaims beneficial ownership over such securities except to the extent of his pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes. (F4) The Tranche A Warrants, Tranche B Warrants and Tranche C Warrants are immediately exercisable for shares of Series A-3 Preferred Stock, Series A-4 Preferred Stock and Series A-5 Preferred Stock, respectively, and will each expire upon the Issuer's satisfaction of certain milestones. |