Statement of Changes in Beneficial Ownership (4)
29 December 2022 - 07:57AM
Edgar (US Regulatory)
FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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1. Name
and Address of Reporting Person * HighCape
Partners GP II, LLC |
2. Issuer Name and Ticker or Trading
Symbol AZIYO BIOLOGICS, INC. [ AZYO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
|
(Last)
(First)
(Middle)
36 CHURCH LANE |
3. Date of Earliest Transaction (MM/DD/YYYY)
12/22/2022
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(Street)
WESTPORT, CT 06880
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line) ___
Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting
Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. Code
(Instr. 8) |
5. Number of Derivative Securities Acquired (A) or
Disposed of (D)
(Instr. 3, 4 and 5) |
6. Date Exercisable and Expiration Date |
7. Title and Amount of Securities Underlying
Derivative Security
(Instr. 3 and 4) |
8. Price of Derivative Security
(Instr. 5) |
9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct
(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Stock Option (Right to Buy) |
$3.80 |
12/22/2022 |
|
A |
|
17533 |
|
(1) |
12/21/2032 |
Class A Common Stock |
17533 |
$0 |
17533 |
I |
See footnote (2) |
Explanation of
Responses: |
(1) |
This option vests in full
and shall be fully exercisable on June 20, 2023, subject to Mr.
Rakin's continuing in service on the Issuer's board of directors
through the vesting date. |
(2) |
Granted to Kevin L. Rakin as
non-employee member of the Issuer's board of directors. |
Remarks:
Due to the limitations of the electronic filing system, each of
HighCape Capital, L.P., HighCape Partners, L.P., HighCape Partners
QP, L.P., HighCape Partners GP, LLC, HighCape Partners GP, L.P.,
HighCape Co-Investment Vehicle I, LLC, HighCape Co-Investment
Vehicle II, LLC, HighCape Capital, LLC, W. Matthew Zuga and Kevin
L. Rakin filed on a separate Form 4 dated December 27, 2022. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
HighCape Partners GP II, LLC
36 CHURCH LANE
WESTPORT, CT 06880 |
|
X |
|
|
HighCape Partners GP II, L.P.
36 CHURCH LANE
WESTPORT, CT 06880 |
|
X |
|
|
HighCape Partners QP II, L.P.
36 CHURCH LANE
WESTPORT, CT 06880 |
|
X |
|
|
HighCape Partners II, L.P.
36 CHURCH LANE
WESTPORT, CT 06880 |
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X |
|
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Signatures
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HighCape Partners GP II, LLC By: /s/ W. Matthew
Zuga Name: W. Matthew Zuga Title: Managing Member |
|
12/28/2022 |
**Signature of Reporting
Person |
Date |
HighCape Partners II, L.P. By: HighCape Partners
GP II, L.P., its general partner By: HighCape Partners GP II, LLC,
its general partner By: /s/ W. Matthew Zuga Name: W. Matthew Zuga
Title: Managing Member |
|
12/28/2022 |
**Signature of Reporting
Person |
Date |
HighCape Partners QP II, L.P. By: HighCape
Partners GP II, L.P., its general partner By: HighCape Partners GP
II, LLC, its general partner By: /s/ W. Matthew Zuga Name: W.
Matthew Zuga Title: Managing Member |
|
12/28/2022 |
**Signature of Reporting
Person |
Date |
HighCape Partners GP II, L.P. By: HighCape
Partners GP II, LLC, its general partner By: /s/ W. Matthew Zuga
Name: W. Matthew Zuga Title: Managing Member |
|
12/28/2022 |
**Signature of Reporting
Person |
Date |
Reminder: Report on a separate line for each class
of securities beneficially owned directly or
indirectly. |
* |
If the form is filed by more than one
reporting person, see Instruction 4(b)(v). |
** |
Intentional misstatements or omissions
of facts constitute Federal Criminal Violations. See 18
U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: |
File three copies of this Form, one of
which must be manually signed. If space is insufficient, see
Instruction 6 for procedure. |
Persons who respond to the collection of information
contained in this form are not required to respond unless the form
displays a currently valid OMB control number. |
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