Novo Holdings A/S - 26 Oct 2021 Form 4 Insider Report for MINERVA SURGICAL INC

Role
10%+ Owner
Signature
/s/ Barbara Fiorini Due, General Counsel of Novo Holdings A/S
Issuer symbol
UTRS on OTC
Transactions as of
26 Oct 2021
Net transactions value
+$1,409,940
Form type
4
Filing time
27 Oct 2021, 16:31:14 UTC
Previous filing
21 Oct 2021
Next filing
04 Nov 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UTRS COMMON STOCK Conversion of derivative security +884,484 884,484 26 Oct 2021 Direct F1
transaction UTRS COMMON STOCK Conversion of derivative security +592,648 +67% 1,477,132 26 Oct 2021 Direct F2
transaction UTRS COMMON STOCK Purchase $6,960,000 +580,000 +39% $12.00 2,057,132 26 Oct 2021 Direct F3

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 UTRS SERIES D REDEEMABLE CONVERTIBLE PREFERRED STOCK Conversion of derivative security -884,484 -100% 0 26 Oct 2021 COMMON STOCK 884,484 Direct F1
transaction UTRS SUBORDINATED SECURED CONVERTIBLE PROMISSORY NOTES Conversion of derivative security $5,550,060 0 26 Oct 2021 COMMON STOCK 592,648 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Novo Holdings A/S is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 The Series D Redeemable Convertible Preferred Stock converted into common stock on a 1-for-1 basis into the number of shares of common stock as shown in Column 7, which gives effect to the issuer's reverse stock split effected October 14, 2021, automatically upon the closing of the Issuer's initial public offering ("IPO") without payment of further consideration. These shares have no expiration date.
F2 The Subordinated Secured Convertible Promissory Notes converted into preferred stock, which converts into common stock on a 1-for-1 basis into the number of shares of common stock as shown in Column 7, which gives effect to the issuer's reverse stock split effected October 14, 2021, automatically upon the closing of the Issuer's IPO without payment of further consideration. The notes have a maturity date of June 30, 2023.
F3 Represents a purchase from the underwriters in the Issuer's IPO.