Form 4 for BIVI BIOVIE INC.
Accepted 2022-08-26 00:00:00 ET · period of report 2018-07-03 · accession 0001520138-22-000381 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2022-08-26 | 2019-06-24+ | BIVI | PEIZER TERREN S | Dir, 10% | A - Grant | $45.00 | +16.38M | 9.62M | New | +$736.96M |
| DM | 2022-08-26 | 2019-01-02+ | BIVI | PEIZER TERREN S | Dir, 10% | A - Grant | $0.00 | +3,200 | 4.26M | +0.1% | $0 |
| DI | 2022-08-26 | 2018-08-13 | BIVI | PEIZER TERREN S | Dir, 10% | C - Cnv Deriv | — | +1.60M | 1.60M | New | — |
| DI | 2022-08-26 | 2020-09-22 | BIVI | PEIZER TERREN S | Dir, 10% | M - OptEx | $0.00 | +1.55M | 11.17M | +16% | $0 |
| DMI | 2022-08-26 | 2019-09-24+ | BIVI | PEIZER TERREN S | Dir, 10% | A - Grant | — | +2.80M | 1.25M | New | — |
| DMI | 2022-08-26 | 2019-06-24+ | BIVI | PEIZER TERREN S | Dir, 10% | D - Sale to Iss | $0.00 | -2.01M | 0 | -100% | $0 |
| DMI | 2022-08-26 | 2020-09-22 | BIVI | PEIZER TERREN S | Dir, 10% | M - OptEx | — | 0 | 0 | New | — |
| DMI | 2022-08-26 | 2018-07-03 | BIVI | PEIZER TERREN S | Dir, 10% | P - Purchase | — | +3.31M | 1.71M | New | — |
| DI | 2022-08-26 | 2018-08-03 | BIVI | PEIZER TERREN S | Dir, 10% | C - Cnv Deriv | — | -1.60M | 0 | -100% | — |
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 | 2019-06-24 | A | A | 1,526,334 | $45.00 | 3,127,934 | I See Footnote | — | — | (F5) Pursuant to a letter agreement with the Issuer dated June 24, 2019, Acuitas agreed to modify its existing rights under the 2018 SPA and agreed to immediately exchange the 2018 Warrants such that it effectively exercised its warrant in full pursuant to a cashless exercise thereof at an assumed then-current market price of $45 per share (adjusted to reflect the Reverse Stock Split) and, as a result, received an aggregate of 95% of the shares covered thereby. (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 2 | Common | Common Stock | 2019-01-02 | A | A | 1,600 | $0.00 | 1,601,600 | D See Footnote | — | — | (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F4) The Issuer granted 1,600 shares of common stock to the reporting person as compensation for his service on the Issuer's board of directors. (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 3 | Common | Common Stock | 2018-08-13 | C | A | 1,600,000 | — | 1,600,000 | I See Footnote | — | — | (F1) See Exhibit 99.1 (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 4 | Common | Common Stock | 2019-09-24 | A | A | 1,125,000 | — | 4,252,934 | I See Footnote | — | — | (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F6) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 5 | Common | Common Stock | 2021-06-10 | A | A | 8,361,308 | — | 19,529,846 | I | — | — | (F9) The Issuer issued these shares to NeurMedix, Inc. ("NeurMedix") in partial consideration for the acquisition of certain assets from NeurMedix and the assumption of certain liabilities of NeurMedix pursuant to the Asset Purchase Agreement, dated April 27, 2021, by and among the Issuer, NeurMedix, Inc. and Acuitas. In connection with the closing, NeurMedix assigned the rights to receive such shares to Acuitas. |
| 6 | Common | Common Stock | 2020-01-02 | A | A | 4,422 | — | 4,257,356 | I See Footnote | — | — | (F7) The Issuer paid $13,487 of accrued interest on the Debenture through the issuance of 4,422 shares of the Issuer's common stock to Acuitas. (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 7 | Common | Common Stock | 2020-01-02 | A | A | 1,600 | $0.00 | 4,258,956 | D See Footnote | — | — | (F4) The Issuer granted 1,600 shares of common stock to the reporting person as compensation for his service on the Issuer's board of directors. (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 8 | Common | Common Stock | 2020-09-22 | A | A | 5,359,832 | — | 9,618,788 | I See Footnote | — | — | (F8) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 9 | Common | Common Stock | 2020-09-22 | M | A | 1,549,750 | $0.00 | 11,168,538 | I | — | — | |
| 10 | Derivative | Warrants (right to buy) | 2019-09-24 | A | A | 299,750 | — | 299,750 | I See Footnote | — · 2019-11-22 to 2024-09-24 | 1,250,000 Common Stock | (F6) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. (F11) Exercisable at the lower of $4 (adjusted to reflect the Reverse Stock Split) or 80% of the offering price to the public in the Uplisting Offering. |
| 11 | Derivative | Warrants (right to buy) | 2020-07-13 | A | A | 1,250,000 | — | 0 | I See Footnote | — · 2020-07-13 to 2025-07-13 | 299,750 Common Stock | (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F6) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. (F11) Exercisable at the lower of $4 (adjusted to reflect the Reverse Stock Split) or 80% of the offering price to the public in the Uplisting Offering. |
| 12 | Derivative | 10% Convertible Debenture due 2020 | 2020-09-22 | D | D | 299,750 | $0.00 | 0 | I See Footnote | — · 2019-12-01 to 2020-09-24 | — Common Stock | (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. (F12) On September 22, 2020, the Issuer paid approximately $1.8 million to Acuitas satisfy all amounts owed on the Debenture due September 24, 2020. |
| 13 | Derivative | Warrants (right to buy) | 2020-09-22 | M | D | — | — | 0 | I See Footnote | — · 2019-11-22 to 2024-09-24 | 1,250,000 Common Stock | (F8) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. (F11) Exercisable at the lower of $4 (adjusted to reflect the Reverse Stock Split) or 80% of the offering price to the public in the Uplisting Offering. |
| 14 | Derivative | Warrants (right to buy) | 2020-09-22 | M | D | — | — | — | I See Footnote | — · 2020-07-13 to 2025-07-13 | 299,750 Common Stock | (F8) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. (F11) Exercisable at the lower of $4 (adjusted to reflect the Reverse Stock Split) or 80% of the offering price to the public in the Uplisting Offering. |
| 15 | Derivative | Series A Convertible Preferred Stock | 2018-07-03 | P | A | 1,600,000 | — | 1,600,000 | I See Footnote | — · — to — | 1,600,000 Common Stock | (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F10) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 16 | Derivative | Warrants (right to buy) | 2018-07-03 | P | A | 1,713,331 | — | 1,713,331 | I See Footnote | $2.25 · 2018-07-03 to 2024-07-03 | 1,713,331 Common Stock | (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F10) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 17 | Derivative | Series A Convertible Preferred Stock | 2018-08-03 | C | D | 1,600,000 | — | 0 | I See Footnote | — · — to — | 1,600,000 Common Stock | (F1) See Exhibit 99.1 (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F10) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 18 | Derivative | Warrants (right to buy) | 2019-06-24 | D | D | 1,713,331 | — | 0 | I See Footnote | — · 2018-07-03 to 2024-07-03 | 1,713,331 Common Stock | (F5) Pursuant to a letter agreement with the Issuer dated June 24, 2019, Acuitas agreed to modify its existing rights under the 2018 SPA and agreed to immediately exchange the 2018 Warrants such that it effectively exercised its warrant in full pursuant to a cashless exercise thereof at an assumed then-current market price of $45 per share (adjusted to reflect the Reverse Stock Split) and, as a result, received an aggregate of 95% of the shares covered thereby. (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |
| 19 | Derivative | 10% Convertible Debenture due 2020 | 2019-09-24 | A | A | 1,250,000 | — | 1,250,000 | I See Footnote | — · 2019-12-01 to 2020-09-24 | — Common Stock | (F2) Adjusted to reflect the 125-for-1 reverse stock split effectuated by the Issuer on November 22, 2019 (the "Reverse Stock Split"). (F6) See Exhibit 99.1 (F3) Acuitas Group Holdings, LLC ("Acuitas"), is an entity beneficially owned and controlled by Terren S. Peizer. |