Charles Steve Theofilos - Sep 3, 2024 Form 4 Insider Report for electroCore, Inc. (ECOR)

Role
Director
Signature
/s/ Charles Steve Theofilos
Stock symbol
ECOR
Transactions as of
Sep 3, 2024
Transactions value $
$0
Form type
4
Date filed
9/5/2024, 08:46 AM
Previous filing
Jun 7, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ECOR Common Stock Award $0 +16.6K +3.79% $0.00 454K Sep 3, 2024 Direct F1, F2
holding ECOR Common Stock 153K Sep 3, 2024 By spouse F3
holding ECOR Common Stock 790 Sep 3, 2024 By spouse F4
holding ECOR Common Stock 6.14K Sep 3, 2024 By spouse F5
holding ECOR Common Stock 8.56K Sep 3, 2024 By spouse F6

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 ECOR Common Stock Warrants (right to buy) 385K Sep 3, 2024 Common Stock 385K By spouse F7
holding ECOR Prefunded Common Stock Warrants (right to buy) 770K Sep 3, 2024 Common Stock 770K By spouse F8
holding ECOR Common Stock Warrants (right to buy) 283K Sep 3, 2024 Common Stock 283K By spouse F9
holding ECOR Prefunded Common Stock Warrants (right to buy) 113K Sep 3, 2024 Common Stock 113K By spouse F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents a grant of Deferred Stock Units ("DSUs") which vest in 12 equal monthly installments commencing on the one-month anniversary of the grant date; provided, however, that the DSUs shall vest in full on the earlier of (i) the one-year anniversary of the grant date, (ii) the close of business one business day prior to the Issuer's next annual stockholder meeting following the grant date, (iii) the date of the Reporting Person's death, or (iv) the date immediately prior to a change of control resulting in the termination of affiliation of the Reporting Person, in each case provided that the Reporting Person remains in continuous service with the Issuer or an affiliate through the applicable vesting date.
F2 Includes 25,210 shares of common stock underlying DSUs which were granted by the Issuer to the Reporting Person on January 1, 2024. As previously reported in the Form 4 filed by the Reporting Person on January 3, 2024, such DSUs vest (i) in 12 equal monthly installments commencing on the three-month anniversary of the grant date and (ii) in full on the date immediately prior to a change of control, in each case provided that the Reporting Person remains in continuous service with the Issuer or an affiliate through the applicable vesting date.
F3 These shares of common stock are held by Happy Holstein, LLLP, a Florida limited liability limited partnership, of which Happy Holstein Management, LLC ("HH Management") is the general partner, of which Kathryn Theofilos, the Reporting Person's spouse, is the manager. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares of common stock.
F4 These shares of common stock are held by MCKT, LLC, a Florida limited liability company, of which Kathryn Theofilos, the Reporting Person's spouse, is the manager. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares of common stock.
F5 These shares of common stock are held by the Reporting Person's adult children. Kathryn Theofilos, the Reporting Person's spouse, shares voting and dispositive power over such shares. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares of common stock.
F6 These shares of common stock are held by Kathryn Theofilos, the Reporting Person's spouse. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of these shares of common stock.
F7 The holder of these common stock warrants (the "June 2024 Warrants") is HH Management, of which Kathryn Theofilos, the Reporting Person's spouse, is the manager. The June 2024 Warrants are currently exercisable, subject to the Beneficial Ownership Limitation (as defined below), at an exercise price of $6.43 (subject to adjustment) and will expire on June 5, 2029. The June 2024 Warrants may not be exercised if the holder, together with its affiliates and any persons who are members of a Section 13(d) group with the holder, would beneficially own more than 9.99% of the number of shares of common stock outstanding immediately after giving effect to such exercise (the "Beneficial Ownership Limitation"). The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of any June 2024 Warrants or any shares of common stock issuable upon their exercise.
F8 The holder of these prefunded common stock warrants (the "June 2024 Prefunded Warrants") is HH Management, of which Kathryn Theofilos, the Reporting Person's spouse, is the manager. The June 2024 Prefunded Warrants are currently exercisable, subject to the Beneficial Ownership Limitation, at an exercise price of $0.001 (subject to adjustment) and will expire on the date they are exercised in full. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of any June 2024 Prefunded Warrants or any shares of common stock issuable upon their exercise.
F9 The holder of these common stock warrants (the "2023 Warrants") is HH Management, of which Kathryn Theofilos, the Reporting Person's spouse, is the manager. The 2023 Warrants are currently exercisable, subject to the Beneficial Ownership Limitation, at an exercise price of $4.35 (subject to adjustment) and will expire on February 2, 2029. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of any 2023 Warrants or any shares of common stock issuable upon their exercise.
F10 The holder of these prefunded common stock warrants (the "2023 Prefunded Warrants") is HH Management, of which Kathryn Theofilos, the Reporting Person's spouse, is the manager. The 2023 Prefunded Warrants are currently exercisable, subject to the Beneficial Ownership Limitation, at an exercise price of $0.001 (subject to adjustment) and will expire on the date they are exercised in full. The filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of any 2023 Prefunded Warrants or any shares of common stock issuable upon their exercise.