Key facts
- This page summarizes Chirinjeev Kathuria's Form 4 filing for Ocean Biomedical, Inc. (OCEA).
- 1 reported transaction and 0 derivative rows are listed below.
- Accepted by SEC: 06 Oct 2023, 21:45.
Chirinjeev Kathuria - 02 Oct 2023 Form 4 Insider Report for Ocean Biomedical, Inc. (OCEA)
- Reporting relationship
- Director, 10%+ Owner
- Issuer ticker
- OCEA
- Reported as of
- 02 Oct 2023
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 06 Oct 2023, 21:45:10 UTC
- Prior SEC filing
- 16 Feb 2023
- Next SEC filing
- 02 Feb 2024
- Source filing
- View source filing
- Reporting owner signature
- /s/ Katherine E. Spiser, as attorney-in-fact for Chirinjeev Kathuria
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Chirinjeev Kathuria filed Form 4 for Ocean Biomedical, Inc. (OCEA) on 06 Oct 2023.
Change
- Previous filing in this sequence was filed on 16 Feb 2023.
- Current net transaction value: $0.
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
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
OCEA
transaction
Common Stock, par value $0.0001
Other
- Transaction value
- Shares
- -500,000
- Change %
- -2.2%
- Price
- Shares after
- 22,342,756
- Date
- 02 Oct 2023
- Ownership
- By Poseidon Bio, LLC
- Footnotes
- F1, F2, F3
OCEA
holding
Common Stock, par value $0.0001
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- 456,852
- Date
- 02 Oct 2023
- Ownership
- Direct
- Footnotes
- F4
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 4 footnotes
Footnote F1
Pursuant to a Master Loan Agreement (the "Agreement") entered into by Poseidon Bio, LLC ("Poseidon") and a third party lender (the "Lender"), on October 2, 2023, Poseidon delivered the Lender 500,000 shares of common stock, par value $0.0001 (the "Shares"), of Ocean Biomedical, Inc. (the "Issuer"), initially valued at $2,050,000 (the "Initial Value"). In connection with the transaction, the Lender is making a three-year, non-recourse loan to Poseidon of $777,500 (the "Loan"), equal to the Loan's gross proceeds of $820,000 (the "Gross Proceeds") less Loan fees. The Shares are not Loan collateral, as the Lender has the absolute right, title, and interest in and to the Shares, including the right to sell, transfer, encumber except for short selling, and vote the Shares. Despite the parties' intention for the Lender to transfer the Shares to Poseidon after the Loan is repaid (see footnote 2), the Lender may be deemed to beneficially own the Shares during the Loan term.
Footnote F2
On the maturity date of the Loan, which is expected to be on or about September 28, 2026 (the "Maturity Date"), Poseidon must pay the Lender (i) the Gross Proceeds, (ii) all unpaid accrued interest on the Loan, (iii) 100% of the excess, if any, of the value of the Shares at the Maturity Date over 125% of the Initial Value, and (iv) any other amounts that Poseidon owes the Lender under the Agreement (collectively, the "Repayment Amount"). Within five business days of Poseidon's payment of the Repayment Amount, the Lender must transfer the Shares to Poseidon, subject to the Lender's right to withhold and set off against the Shares any sums owed to the Lender by Poseidon under the Agreement.
Footnote F3
These securities are owned directly by Poseidon, a 10% owner of the Issuer, and indirectly by Dr. Chirinjeev Kathuria ("Dr. Kathuria"), as a Managing Director of Poseidon. Dr. Kathuria is also the Executive Chairman and a director of the Issuer. Dr. Kathuria disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
Footnote F4
These securities are owned directly by Dr. Kathuria.
SEC remarks
Exhibit List - Exhibit 24.1: Power of Attorney (Chirinjeev Kathuria) Exhibit 24.2: Power of Attorney (Poseidon Bio, LLC)