Neil Miotto - Jun 5, 2019 Form 4 Insider Report for UpHealth, Inc. (UPH)

Role
Director
Signature
/s/ Neil Miotto
Stock symbol
UPH
Transactions as of
Jun 5, 2019
Transactions value $
$9,865,630
Form type
4
Date filed
8/16/2021, 09:54 PM
Previous filing
Jul 2, 2021
Next filing
Jul 1, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UPH Common Stock Purchase $4.18M +418K +10.39% $10.00 4.44M Jun 5, 2019 By GigAcquisitions2, LLC (see note below) F1, F2, F3
transaction UPH Common Stock Purchase $638K +63.8K +1.44% $10.00 4.5M Jun 13, 2019 By GigAcquisitions2, LLC (see note below) F1, F2, F3
transaction UPH Common Stock Other $241K +24.1K +0.53% $10.00 4.52M Jun 9, 2021 By GigAcquisitions2, LLC (see note below) F1, F3, F9

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
transaction UPH Private Warrants Purchase $4.18M +418K $10.00 418K Jun 5, 2019 Common Stock 418K $11.50 By GigAcquisitions2, LLC (see note below) F1, F3, F4, F5
transaction UPH Private Rights Purchase $4.18M +418K $10.00 418K Jun 5, 2019 Common Stock 20.9K By GigAcquisitions2, LLC (see note below) F1, F3, F6, F7, F8
transaction UPH Private Warrants Purchase $638K +63.8K $10.00 63.8K Jun 13, 2019 Common Stock 63.8K $11.50 By GigAcquisitions2, LLC (see note below) F1, F3, F4, F5
transaction UPH Private Rights Purchase $638K +63.8K $10.00 63.8K Jun 13, 2019 Common Stock 3.19K By GigAcquisitions2, LLC (see note below) F1, F3, F6, F7, F8
transaction UPH Private Rights Other -$4.81M -481K -100% $10.00 0 Jun 9, 2021 Common Stock 0 $11.50 By GigAcquisitions2, LLC (see note below) F1, F3, F7, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 $10.00 is the price per Private Unit, with each Private Unit consisting of (i) one share of Common Stock, (ii) one Private Warrant exercisable at price of $11.50 per share of Common Stock, and (iii) one Private Right which entitles the holder to receive 1/20th of one share of Common Stock upon the consummation of the Company's business combination.
F2 Includes 3,482,500 founder shares of Common Stock previously reported in the Form 3 filed by the Reporting Persons on August 16, 2021. Includes up to 524,868 shares of Common Stock that were subject to forfeiture. The underwriters exercised the over-allotment option on June 13, 2019. Consequently, no shares were forfeited. The total shares reported include a stock dividend of 0.1541 of Common Stock for each outstanding share of Common Stock declared on June 5, 2019 following the effectiveness of the Registration Statement and prior to the private placement purchases reported in this Form 4.
F3 The Common Stock, Private Warrants, and Private Rights are held directly by GigAcquisitions2, LLC (the "Sponsor"). Mr. Miotto is a member of GigFounders, LLC ("GigFounders"), which has a financial and voting interest in the Sponsor as a member of the Sponsor and that entitles this partnership to participate in any economic return of the Sponsor in accordance with terms negotiated with the other holders of financial and voting interests in the Sponsor. Accordingly, the shares of Common Stock held by the Sponsor. Subject to the interests of such other holders, are indirectly and beneficially owned by Mr. Miotto by virtue of his financial interest in GigFounders.
F4 The Private Warrants will become exercisable on the later of 30 days after the completion of the Company's initial business combination or 12 months from the completion of the Company's initial public offering.
F5 The Private Warrants will expire on the fifth anniversary of the Company's completion of its initial business combination.
F6 The Private Rights entitle the holder to receive 1/20th of a share of Common Stock upon consummation of the Company's initial business combination without paying any additional consideration.
F7 Upon the consummation of the Company's initial business combination.
F8 If the Company is unable to complete its initial business combination within 18 months from the closing date of the offering the Private Rights will expire worthless.
F9 Reflects the conversion of 481,250 Private Rights into 24,063 shares of Common Stock upon the consummation of the Company's initial business combination.