Scott Stanford - Sep 28, 2021 Form 4 Insider Report for Cue Health Inc. (HLTH)

Role
Director, 10%+ Owner
Signature
/s/ Erica Palsis, Attorney-in-Fact for Scott Stanford
Stock symbol
HLTH
Transactions as of
Sep 28, 2021
Transactions value $
$4,752,550
Form type
4
Date filed
9/30/2021, 05:39 PM
Previous filing
Sep 23, 2021
Next filing
Nov 12, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HLTH Common Stock Conversion of derivative security +9.62M +7436.53% 9.75M Sep 28, 2021 See Footnotes F1, F2, F3, F4
transaction HLTH Common Stock Conversion of derivative security +4.93M +2538.98% 5.12M Sep 28, 2021 See Footnotes F2, F3, F5
transaction HLTH Common Stock Award $4.75M +371K +7.25% $12.80* 5.49M Sep 28, 2021 See Footnotes F5, 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
transaction HLTH Series A Preferred Stock Conversion of derivative security $0 -5.45M -100% $0.00* 0 Sep 28, 2021 Common Stock 5.45M See Footnotes F1, F4
transaction HLTH Series B Preferred Stock Conversion of derivative security $0 -3.08M -100% $0.00* 0 Sep 28, 2021 Common Stock 3.08M See Footnotes F2, F4
transaction HLTH Series C-1 Preferred Stock Conversion of derivative security $0 -1.09M -100% $0.00* 0 Sep 28, 2021 Common Stock 1.09M See Footnotes F3, F4
transaction HLTH Series B Preferred Stock Conversion of derivative security $0 -3.83M -100% $0.00* 0 Sep 28, 2021 Common Stock 3.83M See Footnotes F2, F5
transaction HLTH Series C-1 Preferred Stock Conversion of derivative security $0 -1.09M -100% $0.00* 0 Sep 28, 2021 Common Stock 1.09M See Footnotes F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On September 28, 2021, the Series A Preferred Stock automatically converted into Common Stock on a one-to-one basis without payment of further consideration upon the closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.
F2 On September 28, 2021, the Series B Preferred Stock automatically converted into Common Stock on a one-to-one basis without payment of further consideration upon the closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.
F3 On September 28, 2021, the Series C-1 Preferred Stock automatically converted into Common Stock on a one-to-one basis without payment of further consideration upon the closing of the initial public offering of the Issuer's common stock. The shares had no expiration date.
F4 The shares are held directly by Sherpa Ventures Fund, LP ("ACME I"). Sherpa Ventures Fund GP, LLC ("ACME GP I") is the general partner of ACME I. Scott Stanford is the sole managing member of ACME GP I and may be deemed to have voting and investment power with respect to the shares held by ACME I and as a result may be deemed to have beneficial ownership of such shares. The reporting person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein.
F5 The shares are held directly by Sherpa Ventures Fund II, LP ("ACME II"). Sherpa Ventures Fund II GP, LLC ("ACME GP II") is the general partner of ACME II. Scott Stanford is the sole managing member of ACME GP II and may be deemed to have voting and investment power with respect to the shares held by ACME II and as a result may be deemed to have beneficial ownership of such shares. The reporting person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein.
F6 On September 28, 2021, outstanding principal and accrued interest underlying a convertible note automatically converted into Common Stock upon the closing of the initial public offering of the Issuer's common stock at a conversion price equal to 80% of the initial public offering price per share.