Bayer Healthcare Llc - Jun 21, 2023 Form 4 Insider Report for Azitra Inc (AZTR)

Role
10%+ Owner
Signature
Bayer HealthCare LLC, By: /s/ Keith Abrams, Name: Keith Abrams, Title: Assistant Secretary
Stock symbol
AZTR
Transactions as of
Jun 21, 2023
Transactions value $
$0
Form type
4
Date filed
7/24/2023, 05:51 PM
Previous filing
Jul 24, 2023
Next filing
Feb 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AZTR Common Stock Conversion of derivative security +1.31M 1.31M Jun 21, 2023 Direct F1, F2

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 AZTR Series B Convertible Preferred Stock Conversion of derivative security $0 -1.31M -100% $0.00* 0 Jun 21, 2023 Common Stock 1.31M Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Series B Convertible Preferred Stock automatically converted into shares of common stock of the Issuer upon the closing of the Issuer's IPO at a conversion price equal to approximately $1.11 per share, after making certain anti-dilution adjustments. The Series B Convertible Preferred Stock had no expiration date.
F2 The securities reported are held directly by Bayer HealthCare LLC, a Delaware limited liability company, which is controlled by Bayer US Holding LP ("BUSH LP"), a Delaware limited partnership. Bayer World Investments B.V. ("BWI"), a Dutch private limited company, is the general partner of BUSH LP. BWI is an indirect, wholly owned subsidiary of Bayer Aktiengesellschaft, a publicly-held German stock corporation. Accordingly, Bayer Aktiengesellschaft may be deemed to be an indirect beneficial owner of the shares beneficially owned directly by Bayer HealthCare LLC.