Steven Simonson - Jul 22, 2024 Form 4 Insider Report for WINDTREE THERAPEUTICS INC /DE/ (WINT)

Signature
/s/ Jamie McAndrew, as Attorney-in-Fact
Stock symbol
WINT
Transactions as of
Jul 22, 2024
Transactions value $
$0
Form type
4
Date filed
7/24/2024, 05:28 PM
Previous filing
Aug 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 WINT Series C Preferred Stock Award +13 13 Jul 22, 2024 Common Stock 3.47K Direct F1
transaction WINT Warrants (Right to Buy) Award +2.67K 2.67K Jul 22, 2024 Common Stock 2.67K $4.11 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On July 22, 2024, the Reporting Person acquired 13 shares of the Issuer's Series C Convertible Preferred Stock, $0.001 par value ("Series C Preferred Stock"), in a private placement by the Issuer pursuant to the terms of a Securities Purchase Agreement dated as of July 18, 2024 (the "Purchase Agreement"). The shares of Series C Preferred Stock have the rights and preferences set forth on the certificate of designations of Series C Preferred Stock filed with the Secretary of State for the State of Delaware on July 19, 2024. The Series C Preferred Stock has a stated value of $1,000 per share and currently has a conversion price of $3.74 per share. The Series C Preferred Stock has no expiration date.
F2 Pursuant to the Purchase Agreement, the Reporting Person acquired 2,674 warrants to purchase 2,674 shares of the Issuer's common stock, $0.001 par value per share ("Warrants"). The Warrants have an exercise price of $4.11 per share, subject to customary adjustments, and will become exercisable on the six month and one day anniversary of the issuance date (the "Initial Exercisability Date"), and expire on the fifth (5th) anniversary of the Initial Exercisability Date.