Nantahala Capital Management, LLC - 15 Mar 2024 Form 4 Insider Report for TALPHERA, INC. (TLPH)

Role
Other*, 10%+ Owner
Signature
/s/ Taki Vasilakis, Chief Compliance Officer of Nantahala Capital Management, LLC
Issuer symbol
TLPH
Transactions as of
15 Mar 2024
Net transactions value
+$3,775,000
Form type
4
Filing time
15 Mar 2024, 16:01:23 UTC
Previous filing
24 Jan 2024
Next filing
21 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TLPH Common Stock Exercise of in-the-money or at-the-money derivative security $3,775,000 +755,000 +61% $5.00* 1,992,519 15 Mar 2024 See footnote F1

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 TLPH Put Option (obligation to buy) Exercise of in-the-money or at-the-money derivative security $0 -755,000 -100% $0.000000* 0 15 Mar 2024 Common Stock 755,000 $5.00 See footnote F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Nantahala Capital Management, LLC ("NCM"), an investment adviser to certain private funds and managed accounts (the "NCM Investors") that hold shares of Common Stock and held certain derivative securities related thereto (the "Derivatives"), including the put options disclosed in this Form 4, may be deemed or have been deemed a beneficial owner of such securities. Each of Mr. Wilmot B. Harkey and Mr. Daniel Mack may be deemed a beneficial owner of the securities beneficially owned by NCM. Each of NCM, Mr. Harkey and Mr. Mack (the "Reporting Persons") disclaims beneficial ownership of the securities disclosed herein except to the extent of their respective pecuniary interests therein.

Remarks:

Mr. Abhinav Jain, an NCM Analyst, is a member of the Issuer's board of directors. On the basis of the relationship among Mr. Jain and each of the Reporting Persons, the Reporting Persons may be deemed directors by deputization with respect to the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934.