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.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Purchase
Purchase
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Award
Award
Additional SEC filing notes
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.