R. Scott Huennekens - Oct 31, 2022 Form 4 Insider Report for Hyperfine, Inc. (HYPR)

Role
Director
Signature
/s/ Neela Paykel, Attorney-in-Fact
Stock symbol
HYPR
Transactions as of
Oct 31, 2022
Transactions value $
$0
Form type
4
Date filed
11/1/2022, 05:53 PM
Previous filing
Oct 11, 2022
Next filing
May 25, 2023

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 HYPR Stock Option (right to buy) Disposed to Issuer -237K -100% 0 Oct 31, 2022 Class A Common Stock 237K $3.32 Direct F1
transaction HYPR Stock Option (right to buy) Award +237K 237K Oct 31, 2022 Class A Common Stock 237K $0.91 Direct F1
transaction HYPR Stock Option (right to buy) Disposed to Issuer -712K -100% 0 Oct 31, 2022 Class A Common Stock 712K $3.27 Direct F2
transaction HYPR Stock Option (right to buy) Award +712K 712K Oct 31, 2022 Class A Common Stock 712K $0.91 Direct F2
transaction HYPR Stock Option (right to buy) Disposed to Issuer -237K -100% 0 Oct 31, 2022 Class A Common Stock 237K $3.27 Direct F3
transaction HYPR Stock Option (right to buy) Award +237K 237K Oct 31, 2022 Class A Common Stock 237K $0.91 Direct F3
transaction HYPR Stock Option (right to buy) Disposed to Issuer -237K -100% 0 Oct 31, 2022 Class A Common Stock 237K $3.27 Direct F4, F5
transaction HYPR Stock Option (right to buy) Award +237K 237K Oct 31, 2022 Class A Common Stock 237K $0.91 Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on March 29, 2022. The shares underlying this option vest in full on March 29, 2027, subject to Mr. Huenneken's continued service through the vesting date.
F2 The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on December 22, 2021, of which 222,595 shares vested and the remainder of the options vesting in equal monthly installments, subject to Mr. Huennekens' continued service on each vesting date.
F3 The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on December 22, 2021. The shares underlying this option vest and will become exercisable upon the first to occur of the following: (1) the completion of a business combination that results in the operating business of Hyperfine and Liminal becoming a publicly traded company (a "SPAC transaction") within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share of $15.00 or more for at least 20 out of 30 consecutive trading days within three years of the closing of the SPAC transaction; (2) the completion of the initial public offering of Hyperfine and Liminal ("IPO") within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share that equals or exceeds 1.5 times $3.92 as adjusted.
F4 The reported transactions involved an amendment of an outstanding stock option grant, resulting in the deemed cancellation of the old option and the grant of a replacement option. The option was originally granted on December 22, 2021.
F5 The shares underlying this option vest and will become exercisable upon the first to occur of the following: (1) the completion of a SPAC transaction within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share of $30.00 or more for at least 20 out of 30 consecutive trading days within four years of the closing of the SPAC transaction; (2) the completion of an IPO within two years of Mr. Huennekens' start date and the Issuer's common stock achieving a closing price per share that equals or exceeds 3.0 times $3.92 (as adjusted) within four years of the closing of the IPO; or (3) the closing of a private financing round within four years of Mr. Huennekens' start date in which $50 million or more is raised and Hyperfine's stock price per share equals or exceeds 3.0 times $3.92 (as adjusted).