David Chanley - Dec 21, 2023 Form 3 Insider Report for LUNA INNOVATIONS INC (LUNA)

Role
Director
Signature
/s/ David J. Chanley
Stock symbol
LUNA
Transactions as of
Dec 21, 2023
Transactions value $
$0
Form type
3
Date filed
12/22/2023, 05:04 PM
Next filing
Oct 29, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding LUNA Series B Convertible Preferred Stock ("Preferred Stock") Dec 21, 2023 Common Stock 52.5K See footnote F1, F2, F3, F4
holding LUNA Option (right to buy) Dec 21, 2023 Preferred Stock $12.5K $1,000.00 See footnote F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Holders of Preferred Stock have the right to convert their shares of Preferred Stock at or following the earlier to occur of (x) December 21, 2024 and (y) immediately prior to (and conditioned upon) the consummation of a Change of Control (as defined in the Certificate of Designations of the Preferred Stock (the "CoD")). Subject to the terms and conditions set forth in the CoD, the Issuer has the right to designate any business day after December 21, 2024 as a conversion date for all or any portion that is a whole number of the outstanding shares of Preferred Stock.
F2 The Preferred Stock has no expiration date.
F3 Conversion price of $6.70, subject to adjustments as set forth in the CoD.
F4 The securities reported herein are held by funds managed by White Hat Capital Partners LP, a Delaware limited partnership (the "WH Investment Manager"). Mr. David J. Chanley (the "Reporting Person") serves as the co-managing member of the general partner of the WH Investment Manager. The filing of this statement shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. The Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein.
F5 The Option to purchase Preferred Stock can be exercised at any time on or prior to December 21, 2026.