0001104659-21-145061.txt : 20211130 0001104659-21-145061.hdr.sgml : 20211130 20211130181408 ACCESSION NUMBER: 0001104659-21-145061 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211126 FILED AS OF DATE: 20211130 DATE AS OF CHANGE: 20211130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GREEN DAVID CENTRAL INDEX KEY: 0001008643 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35853 FILM NUMBER: 211460679 MAIL ADDRESS: STREET 1: C/O HARVARD BIOSCIENCE INC STREET 2: 84 OCTOBER HILL ROAD CITY: HOLLISTON STATE: MA ZIP: 01746-1371 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Biostage, Inc. CENTRAL INDEX KEY: 0001563665 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 455210462 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 84 OCTOBER HILL ROAD STREET 2: SUITE 11 CITY: HOLLISTON STATE: MA ZIP: 01746 BUSINESS PHONE: (774) 233-7300 MAIL ADDRESS: STREET 1: 84 OCTOBER HILL ROAD STREET 2: SUITE 11 CITY: HOLLISTON STATE: MA ZIP: 01746 FORMER COMPANY: FORMER CONFORMED NAME: Harvard Apparatus Regenerative Technology, Inc. DATE OF NAME CHANGE: 20121204 4 1 tm2134262d2_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-11-26 0 0001563665 Biostage, Inc. BSTG 0001008643 GREEN DAVID C/O BIOSTAGE, INC., 84 OCTOBER HILL ROAD, SUITE 11 HOLLISTON MA 01746 1 1 0 0 Interim CEO Common Stock 2021-11-26 4 P 0 72464 3.45 A 95516 D Common Stock 16468 I 2018 Biostage GRAT Warrant (right to buy) 3.45 2021-11-26 4 P 0 36232 A 2021-11-26 2026-11-26 Common Stock, par value $0.01 per share 36232 36232 D Stock Option (right to buy) 2.40 2021-11-26 4 A 0 374094 0 A 2031-11-26 Common Stock, par value $0.01 per share 374094 374094 D On November 26, 2021, the Issuer and the Reporting Person entered into a securities purchase agreement (the "Purchase Agreement") pursuant to which the Reporting Person acquired from the Issuer in a private placement: (i) 72,464 shares of the Issuer's common stock, $0.01 par value (collectively, the "Shares"); and (ii) a warrant to purchase up to 36,232 shares of common stock with an exercise price of $2.00 per share (the "Warrant"). The aggregate subscription amount paid by the Reporting Person for the Shares and Warrant acquired by it pursuant to the Purchase Agreement was $250,000. Subject to continued employment or service through the applicable vesting dates, (i) 106,884 shares will vest monthly in twelve equal monthly installments on each monthly anniversary of November 26, 2021, and (ii) up to 267,210 shall vest in three increments, two for 80,163 shares each and the third for 106,884 shares, each such vesting subject to certain performance milestones set by the Board of Directors of the Issuer. This form has been signed under power of attorney. /s/ Chad Porter, by power of attorney 2021-11-30