Daniel J. O'Connor - Dec 12, 2022 Form 4 Insider Report for ZyVersa Therapeutics, Inc. (ZVSA)

Signature
/s/ Daniel J. O'Connor
Stock symbol
ZVSA
Transactions as of
Dec 12, 2022
Transactions value $
$0
Form type
4
Date filed
12/14/2022, 06:21 PM
Previous filing
Jun 2, 2022
Next filing
Jan 3, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZVSA Common Stock Other $0 +1.38M $0.00 1.38M Dec 12, 2022 See Footnote F1, F2, 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 ZVSA Series A Convertible Preferred Stock Other +1.75K 1.75K Dec 12, 2022 Common Stock 1.75K $10.00 Direct F1, F2, F4, F5
transaction ZVSA Warrant (right to buy) Other +1.75K 1.75K Dec 12, 2022 Common Stock 1.75K $11.50 Direct F1, F2, F5, F6
transaction ZVSA Warrant (right to buy) Other $0 +177K $0.00 177K Dec 12, 2022 Common Stock 177K $11.50 See Footnote F1, F2, F3, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Issuer completed a business combination with Larkspur Health Acquisition Corp., a Delaware corporation ("Larkspur") in accordance with the terms of the Business Combination Agreement, dated July 20, 2022, as amended (the "Business Combination Agreement") by and among ZyVersa Therapeutics, Inc., a Florida corporation ("Old ZyVersa"), the Securityholder Representative (as defined in the Business Combination Agreement) named therein, Larkspur, and Larkspur Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Larkspur ("Merger Sub") pursuant to which Merger Sub merged with and into Old ZyVersa (the "Acquisition Merger"), with Old Zyversa as the surviving company of the Acquisition Merger and, after giving effecting to such Acquisition Merger, Old ZyVersa became a wholly-owned subsidiary of Larkspur and changed its name to the Issuer.
F2 The securities were previously securities of Larkspur but were converted automatically to securities of the Issuer in connection with the transactions contemplated by the Business Combination Agreement.
F3 The securities are held of record by Larkspur Health LLC (the "Sponsor"). Daniel J. O'Connor is the sole manager of Larkspur Health LLC and in such capacity has voting and investment discretion with respect to the common stock held of record by Larkspur Health LLC. By virtue of this relationship, Mr. O'Connor may be deemed to have beneficial ownership of the securities held of record by the Sponsor. Mr. O'Connor disclaims any such beneficial ownership except to the extent of his pecuniary interest.
F4 The Series A Convertible Preferred Stock is perpetual and therefore has no expiration date.
F5 Mr. O'Connor paid $1,000 per share of Series A Convertible Preferred Stock and warrants in an amount equal to 100% of the common shares issuable upon conversion of the Series A Convertible Preferred Stock for an aggregate of $17,500. No half shares of the Series A Convertible Preferred Stock were issued, therefore, the reporting person received 18 shares of such preferred stock instead of 17.5.
F6 The warrant is immediately exercisable in full.