Jeffrey John Thramann - 28 Mar 2023 Form 4 Insider Report for Aclarion, Inc. (ACON)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
28 Mar 2023, 20:30:04 UTC
Prior SEC filing
21 Feb 2023
Next SEC filing
20 Feb 2024
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Jeffrey Thramann

Key filing fact

Jeffrey John Thramann filed Form 4 for Aclarion, Inc. (ACON) on 28 Mar 2023.

Key facts

  • This page summarizes Jeffrey John Thramann's Form 4 filing for Aclarion, Inc. (ACON).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 28 Mar 2023, 20:30.

Change

  • Previous filing in this sequence was filed on 21 Feb 2023.
  • Current net transaction value: -$1,000.

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.

ACON transaction

Series A Preferred Stock

Other

Transaction value
$1,000
Shares
-1
Change %
-100%
Price
$1000.00*
Shares after
0
Date
28 Mar 2023
Ownership
Direct
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On February 16, 2023, the Company sold one (1) share of the Company's newly designated Series A Preferred Stock to the reporting person in a private placement for an aggregate purchase price of $1,000. The Series A Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of stock or other securities of the Company. The Series A Preferred Stock has no rights with respect to any distribution of assets of the Company, including upon a liquidation, bankruptcy, reorganization, merger, acquisition, sale, dissolution or winding up of the Company, whether voluntarily or involuntarily. The holder of the Share of Series A Preferred Stock will not be entitled to receive dividends of any kind.

Footnote F2

The holder of the Share of Series A Preferred Stock will not be entitled to receive dividends of any kind. The one share of Series A Preferred Stock will have 15,000,000 votes and will vote together with the outstanding shares of the Company's common stock as a single class exclusively with respect to any proposal to amend the Company's Certificate of Incorporation to effect a reverse stock split of the Company's common stock. The Share of Series A Preferred Stock will be voted, on any such reverse stock split proposal in the same proportion as shares of common stock are voted on such proposal (excluding any common shares that are not voted). The Series A Preferred Stock otherwise has no voting rights, except as may otherwise be required by Delaware Law.

Footnote F3

The outstanding share of Series A Preferred Stock shall be redeemed in whole, but not in part, at any time (i) if such redemption is ordered by the Board of Directors in its sole discretion or (ii) automatically upon the effectiveness of the amendment to the Certificate of Incorporation implementing a reverse stock split. Upon such redemption, the holder of the Series A Preferred Stock will receive consideration of $1,000.00 in cash. On March 28, 2023, the Company redeemed the one Series A Preferred share for the $1,000 redemption price.

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