AWM Investment Company, Inc. - 24 Aug 2023 Form 4 Insider Report for Societal CDMO, Inc.

Reporting relationship: 10%+ Owner
Issuer ticker: N/A
Reported as of: 24 Aug 2023
Net transaction value: +$2,000,000
SEC form: 4
Accepted by SEC: 28 Aug 2023, 16:21:20 UTC
Prior SEC filing: 28 Jun 2023
Next SEC filing: 02 Oct 2023
Source filing: View source filing
Reporting owner signature: Adam Stettner

Key filing fact

AWM Investment Company, Inc. filed Form 4 for Societal CDMO, Inc. on 28 Aug 2023.

Key facts

This page summarizes AWM Investment Company, Inc.'s Form 4 filing for Societal CDMO, Inc..
2 reported transactions and 1 derivative row are listed below.
Accepted by SEC: 28 Aug 2023, 16:21.

Change

Previous filing in this sequence was filed on 28 Jun 2023.
Current net transaction value: +$2,000,000.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

SCTL transaction

Common Stock

Purchase

Transaction value: $56,000
Shares: +140,000
Change %: +1.4%
Price: $0.4000
Shares after: 10,266,144
Date: 24 Aug 2023
Ownership: By Limited Partnerships
Footnotes: F4, F5, F6

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

SCTL transaction Derivative

Warrants

Purchase

Transaction value: $1,944,000
Shares: +4,860,000
Change %
Price: $0.4000
Shares after: 4,860,000
Date: 24 Aug 2023
Ownership: By Limited Partnership
Underlying class: Common Stock
Underlying amount: 4,860,000
Exercise price: $0.000100
Footnotes: F1, F2, F3, F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

AWM Investment Company, Inc. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 6 footnotes

Footnote F1

These warrants are pre-funded and do not have an expiration or exercisable date.

Footnote F2

AWM Investment Company, Inc., a Delaware corporation (AWM), is the investment adviser to Special Situations Fund III QP, L.P. (SSFQP), Situations Cayman Fund, L.P. (Cay) and Special Situations Private Equity Fund, L.P. (SSPE and together with SSFQP and Cay, the Funds). As the investment adviser to the Funds, AWM holds sole voting and investment power over 3,365,985 Warrants held by SSFQP, 873,569 Warrants held by Cay and 620,446 Warrants held by SSPE.

Footnote F3

The Warrants described herein may be exercised to the extent that the total number of shares of Common Stock then beneficially owned does not exceed 9.99% of the outstanding shares.

Footnote F4

AWM Investment Company, Inc., a Delaware Corporation (AWM), is the investment adviser to Special Situations Fund III QP, L.P. (QP), Special Situations Cayman Fund, L.P. (Cay) and Special Situations Private Equity Fund, L.P. (PE). (PE together with QP and Cay the Funds). As the investment adviser to the Funds, AWM holds sole voting and investment power over 6,445,946 shares of Common Stock of the Issuer (the Shares) held by QP, 2,233,717 Shares held by Cay and 1,586,481 Shares held by PE.

Footnote F5

David M. Greenhouse (Greenhouse) and Adam C. Stettner (Stettner) are the controlling principals of AWM. The reporting person disclaims beneficial ownership of the Shares, except to the extent of its pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Footnote F6

This is a weighted average price.