Laing Rikkers - 20 Sep 2023 Form 4 Insider Report for ProSomnus, Inc.

Role
Director
Signature
/s/ Brian B. Dow, Attorney-in-fact
Issuer symbol
N/A
Transactions as of
20 Sep 2023
Net transactions value
$0
Form type
4
Filing time
21 Sep 2023, 21:03:21 UTC
Previous filing
02 Feb 2023
Next filing
18 Oct 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 OSA Series A Preferred Stock Award +25 25 20 Sep 2023 Common Stock 25,000 $1.00 See footnote F1, F2, F3
transaction OSA Warrants (right to buy) Award +25,000 25,000 20 Sep 2023 Common Stock 25,000 $1.00 See footnote F2, F3, F4
transaction OSA Series A Preferred Stock Award +25 25 20 Sep 2023 Common Stock 25,000 $1.00 See footnote F1, F2, F5
transaction OSA Warrants (right to buy) Award +25,000 25,000 20 Sep 2023 Common Stock 25,000 $1.00 See footnote F2, F4, F5
transaction OSA Series A Preferred Stock Award +150 150 20 Sep 2023 Common Stock 150,000 $1.00 See footnote F1, F2, F6
transaction OSA Warrants (right to buy) Award +150,000 150,000 20 Sep 2023 Common Stock 150,000 $1.00 See footnote F2, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Series A Preferred Stock is convertible (subject to certain conversion limitations prior to the Issuer obtaining stockholder approval of the transactions contemplated by the SPA) into Common Stock at the Reporting Person's election at $1 per share, which conversion price may be adjusted in accordance withe the terms of the Series A Preferred Stock, and has no expiration date.
F2 The Reporting Person acquired the shares and warrants pursuant to the terms of that certain Securities Purchase Agreement by and among the Issuer and the investors named therein, as disclosed in the Current Report on Form 8-K filed by the Issuer with the SEC on September 21, 2023 (the "SPA").
F3 Shares are held by Leander Swift Rikkers 2002 Trust for the benefit of the Reporting Person's child. The Reporting Person serves as trustee of this trust. The Reporting Person disclaims beneficial ownership of these shares to the extent that she does not have a pecuniary interest in them.
F4 The warrants become exercisable upon the Issuer obtaining shareholder approval of the transactions contemplated by the SPA.
F5 Shares are held by Laura Laing Rikkers 2004 Trust for the benefit of the Reporting Person's child. The Reporting Person serves as trustee of this trust. The Reporting Person disclaims beneficial ownership of these shares to the extent that she does not have a pecuniary interest in them.
F6 Shares are held by Trust U/A 4/29/83 fbo Laing F. Rikkers.