SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
Broadfin Capital, LLC

(Last) (First) (Middle)
300 PARK AVENUE, 25TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/04/2015
3. Issuer Name and Ticker or Trading Symbol
CARDICA INC [ CRDC ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Explanation of Responses
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 8,874,992 I See Footnote(1)(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Preferred Stock (3) (4) Common Stock 9,875,200 (4) I See Footnote(1)(2)
1. Name and Address of Reporting Person*
Broadfin Capital, LLC

(Last) (First) (Middle)
300 PARK AVENUE, 25TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Explanation of Responses
1. Name and Address of Reporting Person*
Broadfin Healthcare Master Fund Ltd

(Last) (First) (Middle)
C/O 20 GENESIS CLOSE
ANSBACHER HOUSE, SECOND FLOOR, 1344

(Street)
GRAND CAYMAN E9 KY1-1108

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Explanation of Responses
1. Name and Address of Reporting Person*
Broadfin Healthcare Fund, LP

(Last) (First) (Middle)
C/O BROADFIN CAPITAL, LLC
300 PARK AVENUE, 25TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Explanation of Responses
1. Name and Address of Reporting Person*
Broadfin Healthcare Offshore Fund, Ltd.

(Last) (First) (Middle)
C/O BROADFIN CAPITAL, LLC
300 PARK AVENUE, 25TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Explanation of Responses
1. Name and Address of Reporting Person*
Broadfin Advisors, LLC

(Last) (First) (Middle)
C/O BROADFIN CAPITAL, LLC
300 PARK AVENUE, 25TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Explanation of Responses
1. Name and Address of Reporting Person*
KOTLER KEVIN

(Last) (First) (Middle)
C/O BROADFIN CAPITAL, LLC
300 PARK AVENUE, 25TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
See Explanation of Responses
Explanation of Responses:
1. This Form 3 is filed jointly by Broadfin Healthcare Master Fund, Ltd. ("Broadfin Master"), Broadfin Healthcare Fund, L.P. ("Broadfin LP"), Broadfin Healthcare Offshore Fund, Ltd ("Broadfin Offshore"), Broadfin Advisors, LLC ("Broadfin Advisors"), Broadfin Capital, LLC ("Broadfin Capital") and Kevin Kotler (collectively, the "Reporting Persons"). The securities are held in the account of Broadfin Master, a private investment fund managed by Broadfin Capital and may be deemed to be beneficially owned by Kevin Kotler, managing member of Broadfin Capital.
2. The Reporting Persons are members of a reporting group that owns in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. As such, the Reporting Persons may be deemed to beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. The Reporting Persons disclaim beneficial ownership of the shares of Common Stock except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
3. Broadfin Capital shall not have the right to convert any portion of the Series A Convertible Preferred Stock to purchase shares of Common Stock, to the extent that, after giving effect to the conversion, Broadfin Capital (indirectly or directly) would beneficially own in excess of 9.98% of the number of shares of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon conversion of the Series A Convertible Preferred Stock held by Broadfin Capital.
4. None.
Broadfin Capital, LLC By: /s/ Kevin Kotler, Managing Member 09/14/2015
Broadfin Healthcare Master Fund, Ltd. By: /s/ Kevin Kotler, Director 09/14/2015
Broadfin Healthcare Fund, L.P. By: /s/ Kevin Kotler, Managing Member 09/14/2015
Broadfin Healthcare Offshore Fund, Ltd. By: /s/ Kevin Kotler, Director 09/14/2015
Broadfin Advisors, LLC By: /s/ Kevin Kotler, General Partner 09/14/2015
/s/ Kevin Kotler 09/14/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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