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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series B Convertible Preferred Stock | $ 0.4 (1) | 09/03/2013 | P | 437,500 (1) | (1) | (2) | Common Stock | 4,375,000 | $ 4 (1) | 437,500 | I | Hsu Gama Investments, LP (3) | |||
Series B Convertible Preferred Stock | $ 0.4 (4) | 09/03/2013 | P | 437,500 (4) | (4) | (2) | Common Stock | 4,375,000 | $ 4 (4) | 437,500 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HSIAO JANE PH D 4400 BISCAYNE BLVD MIAMI, FL 33137 |
X |
/s/ Jane H. Hsiao | 09/04/2013 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | On September 3, 2013, SafeStitch Medical, Inc. (the "Issuer") sold and issued to Hsu Gamma Investments, L.P., in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 437,500 shares of the Issuer's Series B convertible preferred stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B convertible preferred stock will automatically convert into ten (10) shares of the Issuer's common stock. |
(2) | The Series B Preferred Stock has no expiration date. |
(3) | Dr. Hsiao is the general partner of Hsu Gamma Investments, LP. |
(4) | On September 3, 2013, the Issuer sold and issued to Jane Hsiao, in a privately negotiated transaction pursuant to a securities purchase agreement, an aggregate of 437,500 shares of the Issuer's Series B convertible preferred stock at a purchase price of $4.00 per share. Upon the filing of an Amendment to the Issuer's Certificate of Incorporation with the State of Delaware, each share of the Issuer's Series B convertible preferred stock will automatically convert into ten (10) shares of the Issuer's common stock. |