Statement of Changes in Beneficial Ownership (4)
July 11 2018 - 5:43PM
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
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hours per response...
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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
*
Aklog Lishan
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2. Issuer Name
and
Ticker or Trading Symbol
PAVmed Inc.
[
PAVM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chairman and CEO
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(Last)
(First)
(Middle)
ONE GRAND CENTRAL PLACE, SUITE 4600
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/12/2018
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(Street)
NEW YORK, NY 10165
(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
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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588413
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D
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Common Stock
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6/12/2018
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X
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1018
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A
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(1)
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2303
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I
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By daughter
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Common Stock
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6/12/2018
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X
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980
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A
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(1)
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2280
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I
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By son
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Common Stock
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4456570
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I
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By Pavilion Venture Partners LLC
(2)
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Common Stock
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20000
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I
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By HCFP/AG LLC
(3)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Series Z Warrants
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$1.60
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4/20/2018
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G
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V
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12450
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4/5/2018
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4/30/2024
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Common Stock
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12450
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$0
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363313
(4)
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D
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Subscription Rights (Right to Buy)
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$1.15
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6/12/2018
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X
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1018
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5/23/2018
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6/12/2018
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Units (1 share of Common Stock and 1 Series Z Warrant)
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1018
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$0
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0
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I
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By daughter
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Series Z Warrants
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$1.60
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6/12/2018
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X
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1018
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4/5/2018
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4/30/2024
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Common Stock
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1018
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(1)
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1018
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I
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By daughter
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Subscription Rights (Right to Buy)
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$1.15
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6/12/2018
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X
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980
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5/23/2018
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6/12/2018
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Units (1 share of Common Stock and 1 Series Z Warrant)
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980
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$0
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0
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I
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By son
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Series Z Warrants
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$1.60
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6/12/2018
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X
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980
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4/5/2018
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4/30/2024
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Common Stock
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980
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(1)
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980
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I
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By son
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Series Z Warrants
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$1.60
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6/26/2018
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J
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968019
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4/5/2018
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4/30/2024
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Common Stock
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2078285
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(5)
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2078285
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I
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By Pavilion Venture Partners LLC
(2)
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Series Z Warrants
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$1.60
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4/5/2018
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4/30/2024
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Common Stock
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10000
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10000
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I
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By HCFP/AG LLC
(3)
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Explanation of Responses:
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(1)
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The reporting person purchased units from the issuer in the issuer's equity rights offering, each unit consisting of one share of the issuer's common stock and one Series Z Warrant, at a price of $1.15 per unit.
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(2)
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Dr. Aklog is a member and sole manager of Pavilion Venture Partners LLC, and has sole voting and dispositive power over the securities held by this entity. Dr. Aklog disclaims beneficial ownership of securities held by this entity, except to the extent of his proportionate pecuniary interest therein.
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(3)
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Dr. Aklog is a co-manager of HCFP/AG LLC, and shares joint voting and dispositive power over the securities held by this entity. Dr. Aklog disclaims beneficial ownership of securities held by this entity, except to the extent of his pecuniary interest therein.
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(4)
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Reflects 350,538 Series Z Warrants that previously were held indirectly by Dr. Aklog through HCFP/Capital Partners III LLC, and became held directly by Dr. Aklog on June 26, 2018.
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(5)
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The Series Z Warrants were contributed to such entity by its members for no consideration. The contributed Series Z Warrants include 322,673 Series Z Warrants that were previously held indirectly by Dr. Aklog through HCFP/Capital Partners III LLC and became held directly by Dr. Aklog on June 26, 2016.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Aklog Lishan
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY 10165
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X
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X
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Chairman and CEO
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Pavilion Venture Partners LLC
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY 10165
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X
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Signatures
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/s/ Dr. Lishan Aklog
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7/11/2018
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**
Signature of Reporting Person
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Date
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/s/ Dr. Lishan Aklog, as manager of Pavilion Venture Partners LLC
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7/11/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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