Anthony Natale - Nov 7, 2019 Form 4/A - Amendment Insider Report for Venus Concept Inc. (VERO)

Role
Director
Signature
/s/ Michael Mandarello as attorney-in-fact for Anthony Natale
Stock symbol
VERO
Transactions as of
Nov 7, 2019
Transactions value $
$199,995
Form type
4/A - Amendment
Date filed
11/25/2022, 12:39 PM
Date Of Original Report
Nov 7, 2019
Next filing
Oct 26, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction VERO Common Stock Award +129K 129K Nov 7, 2019 By Partnership F1, F2, F3
transaction VERO Common Stock Award +12.4K +9.58% 142K Nov 7, 2019 By Partnership F1, F4, F5
transaction VERO Common Stock Award +23.3K +16.46% 165K Nov 7, 2019 By Partnership F6, F7
transaction VERO Common Stock Award +571K +346.16% 736K Nov 7, 2019 By Partnership F8, F9
transaction VERO Common Stock Award +51.3K +6.97% 788K Nov 7, 2019 By Partnership F3, F10
transaction VERO Common Stock Award +4.91K +0.62% 794K Nov 7, 2019 By Partnership F5, F11
transaction VERO Common Stock Award +9.25K +1.17% 802K Nov 7, 2019 By Partnership F1, F7, F12
transaction VERO Common Stock Award +43.6K +5.44% 845K Nov 7, 2019 By Partnership F9, F13
transaction VERO Common Stock Award $78.4K +20.9K +2.47% $3.75 866K Nov 7, 2019 By Partnership F3, F14
transaction VERO Common Stock Award $7.5K +2K +0.23% $3.75 868K Nov 7, 2019 By Partnership F5, F14
transaction VERO Common Stock Award $14.1K +3.77K +0.43% $3.75 872K Nov 7, 2019 By Partnership F7, F14
transaction VERO Common Stock Award $100K +26.7K +3.06% $3.75 899K Nov 7, 2019 By Partnership F9, F14
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Form 4 is being amended to correct de minimis error in number of shares previously reported in Columns 4 and 5. There are no changes to the Derivative Securities previously reported in Table II of the Form 4 filed with the Securities and Exchange Commission on November 7, 2019.
F2 Received, in connection with the merger of a wholly-owned subsidiary of Restoration Robotics, Inc. with and into Venus Concept Ltd. (the "Merger"), in exchange for 224,220 shares of Series B Preferred Stock of Venus Concept Ltd.
F3 Held by Aperture Venture Partners II, L.P. ("II"). The shares held directly by II, II-A, II-B and Aperture III Fund (each as defined below) are indirectly held by their general partners, Aperture Ventures II Management, LLC ("Aperture Management I") and Aperture Ventures III Management, LLC ("Aperture Management III" and, collectively with Aperture Management II, "Aperture Management") and each individual managing directors of Aperture Management (the "Managers"). The Managers of Aperture Management are Anthony Natale, Eric H. Sillman, Paul E. Tierney, Jr. and Thomas P. Cooper. Mr. Natale is a member of the Issuer's board of directors and a Manager of Aperture Management. Aperture Management and each of the Managers share voting and dispositive power over the ordinary shares directly held by II, II-A, II-B and Aperture III Fund. The Managers disclaim beneficial ownership of shares held by II, II-A, II-B and Aperture III Fund, except to extent of any pecuniary interest therein.
F4 Received, in connection with the Merger, in exchange for 21,472 shares of Series B Preferred Stock of Venus Concept Ltd.
F5 Held by Aperture Venture Partners II-A, L.P. ("II-A").
F6 Received, in connection with the Merger, in exchange for 40,444 shares of Series B Preferred Stock of Venus Concept Ltd.
F7 Held by Aperture Venture Partners II-B, L.P. ("II-B").
F8 Received, in connection with the Merger, in exchange for 990,476 shares of Series B Preferred Stock of Venus Concept Ltd.
F9 Held by Aperture Venture Partners III, L.P. ("Aperture III Fund").
F10 Received, in connection with the Merger upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd. dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $195,343.84 and $157,282.58, respectively.
F11 Received, in connection with the Merger upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd. dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $18,706.55 and $15,061.72, respectively.
F12 Received, in connection with the Merger upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd., dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $35,235.32 and $28,369.99, respectively.
F13 Received, in connection with the Merger, upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd., dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $99,285.71 and $200,714.29, respectively.
F14 These securities were purchased from the Issuer at a purchase price of $3.75 per unit, consisting of one share of Common Stock and a warrant exercisable for 0.5 shares of Common Stock, with two warrants exercisable for one share of Common Stock at an exercise price of $6.00 per share.