David Soane - 29 Dec 2023 Form 4 Insider Report for Comera Life Sciences Holdings, Inc.

Reporting relationship: 10%+ Owner
Issuer ticker: N/A
Reported as of: 29 Dec 2023
Net transaction value: +$204,545,400,000
SEC form: 4
Accepted by SEC: 03 Jan 2024, 18:30:57 UTC
Prior SEC filing: 12 Sep 2023
Source filing: View source filing
Reporting owner signature: David Soane (individually)

Key filing fact

David Soane filed Form 4 for Comera Life Sciences Holdings, Inc. on 03 Jan 2024.

Key facts

This page summarizes David Soane's Form 4 filing for Comera Life Sciences Holdings, Inc..
4 reported transactions and 4 derivative rows are listed below.
Accepted by SEC: 03 Jan 2024, 18:30.

Change

Previous filing in this sequence was filed on 12 Sep 2023.
Current net transaction value: +$204,545,400,000.

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.

CMRA holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 284,328
Date: 29 Dec 2023
Ownership: By Trust
Footnotes: F1, F2, F7

CMRA holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 284,328
Date: 29 Dec 2023
Ownership: By Trust
Footnotes: F1, F3, F7

CMRA holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 3,336,562
Date: 29 Dec 2023
Ownership: By Trust
Footnotes: F4, F5

CMRA holding

Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 589,786
Date: 29 Dec 2023
Ownership: Direct
Footnotes: F6

Reported derivative securities

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

CMRA transaction Derivative

12% Senior Secured Convertible Note

Purchase

Transaction value: $102,272,700,000
Shares: +1,363,636
Change %
Price: $75000.00^*
Shares after: 1,363,636
Date: 29 Dec 2023
Ownership: By Trust
Underlying class: Common Stock
Underlying amount: 1,363,636
Exercise price: $0.0550
Footnotes: F2

CMRA transaction Derivative

12% Senior Secured Convertible Note

Purchase

Transaction value: $102,272,700,000
Shares: +1,363,636
Change %
Price: $75000.00^*
Shares after: 1,363,636
Date: 29 Dec 2023
Ownership: By Trust
Underlying class: Common Stock
Underlying amount: 1,363,636
Exercise price: $0.0550
Footnotes: F3

CMRA transaction Derivative

Warrant (right to buy)

Purchase

Transaction value: $0
Shares: +2,727,272
Change %
Price: $0.000000
Shares after: 2,727,272
Date: 29 Dec 2023
Ownership: By Trust
Underlying class: Common Stock
Underlying amount: 2,727,272
Exercise price: $0.0550
Footnotes: F2

CMRA transaction Derivative

Warrant (right to buy)

Purchase

Transaction value: $0
Shares: +2,727,272
Change %
Price: $0.000000
Shares after: 2,727,272
Date: 29 Dec 2023
Ownership: By Trust
Underlying class: Common Stock
Underlying amount: 2,727,272
Exercise price: $0.0550
Footnotes: F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 7 footnotes

Footnote F1

Includes 4,298 Earn-Out Shares. Earn-Out Shares are shares of Common Stock held in escrow, which shares will be released if, at any time prior to May 19, 2024, either (i) the volume-weighted average price of the Common Stock is equal to or greater than $12.50 for twenty trading days within a thirty trading day period or (ii) upon a change of control with aggregate consideration in excess of $12.50 per share of Common Stock.

Footnote F2

Held by the Alexander V. Soane 2019 Irrevocable Trust. Members of David Soane's immediate family serve as trustee and are beneficiaries of such trusts. The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purposes

Footnote F3

Held by the Nicholas V. Soane 2019 Irrevocable Trust. Members of David Soane's immediate family serve as trustee and are beneficiaries of such trusts. The reporting persons disclaim beneficial ownership except to the extent of their pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purposes

Footnote F4

Includes 663,288 Earn-Out Shares

Footnote F5

Held by The Soane Family Trust, of which David Soane is a trustee and members of the Dr. Soane's immediate family are trustees and beneficiaries. Dr. Soane disclaims beneficial ownership except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purposes

Footnote F6

Includes 119,779 Earn-Out Shares

Footnote F7

Excludes shares of Series A Convertible Perpetual Preferred Stock, par value $.0001 per share ("Series A Preferred Stock") held by Comera SPV LLC ("Comera SPV"). The trust is a member of and has an economic interest in the Comera SPV, but it does not have voting or dispositive power with respect to any shares of the Series A Preferred Stock. The trust disclaims beneficial ownership of the Series A Preferred Stock held by the Comera SPV.