SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Aklog Lishan

(Last) (First) (Middle)
ONE GRAND CENTRAL PLACE
SUITE 4600

(Street)
NEW YORK NY 10165

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PAVmed Inc. [ PAVM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
05/23/2016
4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/23/2016 P 2,900 A (1) 8,000 D
Common Stock 05/24/2016 P 2,000 A (2) 10,000 D
Common Stock 5,713,879 I By HCFP/Capital Partners III LLC(3)
Common Stock 2,520,532 I By Pavilion Venture Partners LLC(4)
Common Stock 87,020 I By HCFP Inc.(5)
Common Stock 125,000 I By HCFP/Capital Partners IIIB LLC(6)
Common Stock 20,000 I By HCFP/AG LLC(7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants $5 05/23/2016 P 2,900 10/28/2016 01/29/2022 Common Stock 2,900 (1) 8,000 D
Warrants $5 05/24/2016 P 2,000 10/28/2016 01/29/2022 Common Stock 2,000 (2) 10,000 D
Warrants $5 10/28/2016 01/29/2022 Common Stock 5,713,879 5,713,879 I By HCFP/Capital Partners III LLC(3)
Warrants $5 10/28/2016 01/29/2022 Common Stock 12,000 2,220,532 I By Pavilion Venture Parnters LLC(4)
Warrants $5 10/28/2016 01/29/2022 Common Stock 87,020 387,020 I By HCFP Inc.(5)
Warrants $5 10/28/2016 01/29/2022 Common Stock 125,000 125,000 I By HCFP/Capital Partners IIIB LLC(6)
Warrants $5 10/28/2016 01/29/2022 Common Stock 20,000 20,000 I By HCFP/AG LLC(7)
1. Name and Address of Reporting Person*
Aklog Lishan

(Last) (First) (Middle)
ONE GRAND CENTRAL PLACE
SUITE 4600

(Street)
NEW YORK NY 10165

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
1. Name and Address of Reporting Person*
HCFP/Capital Partners III LLC

(Last) (First) (Middle)
ONE GRAND CENTRAL PLACE
SUITE 4600

(Street)
NEW YORK NY 10165

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Pavilion Venture Partners LLC

(Last) (First) (Middle)
ONE GRAND CENTRAL PLACE
SUITE 4600

(Street)
NEW YORK NY 10165

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The reporting person purchased units, each unit consisting of one share of the issuer's common stock and one warrant. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $5.00 per share, subject to adjustment.The units were purchased at an weighted average price of approximately $9.59431 per unit. These units were purchased in multiple transactions at prices ranging from $9.4349 to $9.70, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units sold at each separate price within the ranges set forth this footnote to this Form 4.
2. The reporting person purchased units, each unit consisting of one share of the issuer's common stock and one warrant. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $5.00 per share, subject to adjustment.The units were purchased at an weighted average price of approximately $9.669925 per unit. These units were purchased in multiple transactions at prices ranging from $9.44 to $9.75, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of units sold at each separate price within the ranges set forth in Footnote 1 and 3 to this Form 4.
3. Dr. Aklog is a member and a co-manager of HCFP/Capital Partners III LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
4. Dr. Aklog is a member and sole manager of Pavilion Venture Partners LLC, and has sole voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
5. Dr. Aklog is a controlling shareholder of HCFP Inc., and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
6. Dr. Aklog is a member and a co-manager of the entity that acts as sole manager of HCFP/Capital Partners IIIB LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.
7. Dr. Aklog is a co-manager of HCFP/AG LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.
Remarks:
/s/ Dr. Lishan Aklog 05/25/2016
/s/ Dr. Lishan Aklog, as manager of HCFP/Capital Partners III LLC 05/25/2016
/s/ Dr. Lishan Aklog, as manager of Pavilion Venture Partners LLC 05/25/2016
** 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 4 (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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