Redmile Group, LLC - 20 Nov 2023 Form 4 Insider Report for Augmedix, Inc.

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
22 Nov 2023, 16:15:24 UTC
Prior SEC filing
03 Oct 2023
Next SEC filing
19 Dec 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
By: /s/ Jeremy Green, Managing Member of Redmile Group, LLC

Key filing fact

Redmile Group, LLC filed Form 4 for Augmedix, Inc. on 22 Nov 2023.

Key facts

  • This page summarizes Redmile Group, LLC's Form 4 filing for Augmedix, Inc..
  • 4 reported transactions and 2 derivative rows are listed below.
  • Accepted by SEC: 22 Nov 2023, 16:15.

Change

  • Previous filing in this sequence was filed on 03 Oct 2023.
  • Current net transaction value: +$6,000,000.

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.

AUGX transaction

Common Stock

Purchase

Transaction value
$3,000,000
Shares
+750,000
Change %
+4.8%
Price
$4.00
Shares after
16,404,017
Date
20 Nov 2023
Ownership
See Footnote
Footnotes
F1, F2
AUGX transaction

Common Stock

Purchase

Transaction value
$3,000,000
Shares
+750,000
Change %
+8.6%
Price
$4.00
Shares after
9,446,146
Date
20 Nov 2023
Ownership
Direct
Footnotes
F1, F5

Reported derivative securities

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

AUGX transaction Derivative

Breakeven Warrant

Award

Transaction value
Shares
+1,093,799
Change %
Price
Shares after
1,093,799
Date
20 Nov 2023
Ownership
See Footnote
Underlying class
Common Stock
Underlying amount
1,093,799
Exercise price
$1.75
Footnotes
F2, F3, F4
AUGX transaction Derivative

Breakeven Warrant

Award

Transaction value
Shares
+1,093,799
Change %
Price
Shares after
1,093,799
Date
20 Nov 2023
Ownership
Direct
Underlying class
Common Stock
Underlying amount
1,093,799
Exercise price
$1.75
Footnotes
F3, F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

On November 20, 2023, RedCo II Master Fund, L.P. ("RedCo II"), a private investment vehicle managed by Redmile Group, LLC ("Redmile"), purchased 750,000 shares of the Issuer's Common Stock in an underwritten offering by the Issuer (the "Equity Financing").

Footnote F2

The securities of the Issuer reported herein are directly owned by certain private investment vehicles managed by Redmile, including RedCo II (each, a "Redmile Fund"), and may be deemed beneficially owned by Redmile as investment manager of the Redmile Funds. The reported securities may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. Each of Redmile and Mr. Green (collectively, the "Reporting Persons") disclaims beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. This report shall not be deemed an admission that such Reporting Persons are a beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Footnote F3

As previously reported by Redmile on April 21, 2023, the Issuer entered into a securities purchase agreement (the "Purchase Agreement") on April 19, 2023 with certain shareholders, including RedCo II, pursuant to which the Issuer issued and sold to RedCo II shares of Common Stock and a pre-funded warrant. Pursuant to the terms of the Purchase Agreement, the Issuer also issued and sold to RedCo II a warrant (the "Breakeven Warrant") to purchase up to 1,093,799 shares of Common Stock, at an exercise price of $1.75 per share, which would only become exercisable on the earliest of (a) the date on which the Issuer closes an equity or debt financing prior to December 31, 2025;

Footnote F4

[continued from (3)] (b) December 31, 2025, if the Issuer cannot provide written certification that it has achieved cash flow break even from operations, excluding interest payments, for two out of three consecutive quarters prior to such date; (c) immediately prior to a change of control that occurs prior to December 31, 2025; and (d) the date on which a specified regulatory event occurs; provided, however, that the initial exercise date of the Breakeven Warrant could not be prior to the six-month anniversary of the issuance date in accordance with Nasdaq stockholder approval rules. The Breakeven Warrant became exercisable upon the closing of the Equity Financing. The Breakeven Warrant will expire on the seventh anniversary of the issuance date.

Footnote F5

These securities are directly owned by RedCo II.

SEC remarks

Mr. Robert Faulkner, a member of the board of directors of the Issuer and a managing director of Redmile, was elected to the board of the Issuer as a representative of Redmile and its affiliates. As a result, the Reporting Persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

We use cookies and similar technologies to provide certain features, enhance the user experience and, if you allow them, measure engagement and deliver advertising. Analytics and marketing storage stay off until you grant consent. By clicking on "Agree and continue", you declare your consent to the use of the selected optional cookies. Manage preferences to update or revoke optional consent for future visits. For more information, see our Privacy Policy .