Joseph Hernandez - Apr 25, 2022 Form 4 Insider Report for Clarus Therapeutics Holdings, Inc. (CRXT)

Role
Director
Signature
/s/ Joseph Hernandez
Stock symbol
CRXT
Transactions as of
Apr 25, 2022
Transactions value $
$3,445,000
Form type
4
Date filed
4/27/2022, 04:09 PM
Previous filing
Feb 17, 2022
Next filing
May 27, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CRXT Common Stock Other $0 -65K -4.99% $0.00 1.24M Apr 25, 2022 see footnote F1, F2
transaction CRXT Common Stock Other $0 +1.24M +32193.03% $0.00 1.24M Apr 25, 2022 Direct F3, F4

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 CRXT Warrants Award $3.45M +3.45M $1.00* 3.45M Apr 25, 2022 Common Stock 3.45M $11.50 Direct F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the transfer of an aggregate of 65,000 shares of common stock held by Blue Water Sponsor LLC (the "Sponsor") to certain affiliates of the Sponsor pursuant to certain share transfer agreements by and between the Sponsor and each transferee.
F2 Mr. Joseph Hernandez, a director and former chief executive officer of the registrant, is the managing member of the Sponsor. Accordingly, Mr. Hernandez may be deemed to have beneficial ownership of such shares. Mr. Hernandez disclaims any beneficial ownership of the reported shares other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
F3 Represents the transfer of an aggregate of 1,237,500 shares of common stock and 3,445,000 warrants held by the Sponsor to Mr. Hernandez, pursuant to that certain share transfer agreement entered by and between the Sponsor and Mr. Hernandez. Mr. Hernandez will be the holder of record of these securities after the transfer.
F4 Represents shares of common stock held directly by Mr. Hernandez, including (1) 1,237,500 shares of common stock transferred from the Sponsor and (2) 3,844 shares of common stock underlying the Restricted Stock Unit granted to Mr. Hernandez under the Issuer's 2021 Stock Option and Incentive Plan (the "2021 Plan") on 12/12/2021, which vests in equal annual installments over three years from the date of grant subject to the Reporting Person having a service relationship as of each such vesting date.
F5 The Sponsor acquired these warrants for a purchase price of $1.00 per warrant in connection with the initial public offering of the registrant. The warrants became eligible for exercise upon consummation of the registrant's initial business combination on September 9, 2021. Each whole warrant is exercisable to purchase one share of the registrant's common stock at an exercise price of $11.50.