Key facts
- This page summarizes Greybrook Health Inc.'s Form 3 filing for Greenbrook TMS Inc..
- 0 reported transactions and 3 derivative rows are listed below.
- Accepted by SEC: 02 Jan 2024, 16:19.
Greybrook Health Inc. - 01 Jan 2024 Form 3 Insider Report for Greenbrook TMS Inc.
- Reporting relationship
- 10%+ Owner
- Issuer ticker
- N/A
- Reported as of
- 01 Jan 2024
- Net transaction value
- $0
- Reporting owner signature
- /s/ Sasha Cucuz for Greybrook Health Inc. and The Vamvakas Family Trust (2015)
Source evidence
Original filing metadata and source links for verification.
3 source fields
Reporting owner
1 detail
Key filing fact
Greybrook Health Inc. filed Form 3 for Greenbrook TMS Inc. on 02 Jan 2024.
Change
- No earlier filing in this sequence is available for direct comparison.
- 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
Official SEC source
View source filing
Ownership activity is grounded in SEC Form 3 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
GBNH
holding
Common Shares
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- 6,800,424
- Date
- 01 Jan 2024
- Ownership
- Direct
- Footnotes
- F1
GBNH
holding
Common Shares
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- 200,000
- Date
- 01 Jan 2024
- Ownership
- See Footnote
- Footnotes
- F1, F2
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
GBNH
holding
Derivative
Warrants
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- Date
- 01 Jan 2024
- Ownership
- Direct
- Underlying class
- Common Shares
- Underlying amount
- 135,870
- Exercise price
- $1.84
- Footnotes
- F1, F3
GBNH
holding
Derivative
Warrants
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- Date
- 01 Jan 2024
- Ownership
- Direct
- Underlying class
- Common Shares
- Underlying amount
- 250,000
- Exercise price
- Footnotes
- F1, F4
GBNH
holding
Derivative
Subordinated Convertible Notes
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- Date
- 01 Jan 2024
- Ownership
- Direct
- Underlying class
- Common Shares
- Underlying amount
- 13,340,615
- Exercise price
- Footnotes
- F1, F5, F6, F7, F8
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 8 footnotes
Footnote F1
The securities reported are held directly by Greybrook Health Inc. ("Greybrook Health") and may be deemed to be beneficially owned by The Vamvakas Family Trust (2015) as disclosed by Greybrook Health in a Schedule 13D/A field with the Securities and Exchange Commission on October 2, 2023.
Footnote F2
Represents the Greenbrook TMS Inc. (the "Company") common shares (the "Common Shares") that are directly owned by Greybrook Realty Partners Inc., an affiliate of Greybrook Health and an indirect subsidiary of The Vamvakas Family Trust (2015).
Footnote F3
The exercise price of these warrants are subject to customary anti-dilution adjustments.
Footnote F4
The exercise price of these warrants is equal to (a) if the Common Shares are listed on the Nasdaq Stock Market ("Nasdaq") or any other trading market at the time of exercise, 85.0% of the volume-weighted average trading price of the Common Shares on the Nasdaq (or, if not listed on Nasdaq, then such other trading market on which the Common Shares are principally traded, based upon daily share volume) for the five trading days immediately preceding the exercise date, or (b) if the Common Shares are not listed on any trading market at the time of exercise, a per share price based on fair market value, as determined by the board of directors of the Company, in each case subject to customary anti-dilution adjustments.
Footnote F5
On August 15 and August 28, 2023, Greybrook Health acquired from the Company, upon purchase and upon exchange on a private placement basis of previously held Company-issued notes, an aggregate principal amount of $2,937,603.54 of the Company's subordinated convertible promissory notes (the "Subordinated Convertible Notes").
Footnote F6
The latest date that the Subordinated Convertible Notes can mature is March 31, 2028.
Footnote F7
The number of shares issuable upon conversion of the Subordinated Convertible Note is calculated by multiplying the Reference Conversion Prices (as defined in footnote 8) by the aggregate principal amount of Greybrook Health's Subordinated Convertible Notes.
Footnote F8
The Subordinated Convertible Notes are convertible at a price equal to the lesser of (a) 85% of the closing price per Common Shares on Nasdaq or any other market as of the closing date for such Subordinated Convertible Notes (the "Reference Conversion Price") with the Reference Conversion Price in effect as of January 2, 2024 being $0.2168 and (b)(i) 85% of the 30-day volume weighted average trading price of the Common Shares prior to conversion, or (ii) if the Common Shares are not listed on any of Nasdaq or another trading market at the time of conversion, a per share price based equal to 85% of the fair market value per Common Share as of such date; provided, that, in any event, the Subordinated Convertible Note conversion price shall not be lower than $0.078. The Subordinated Convertible Notes conversion price is also subject to customary anti-dilution adjustments.