0001062993-22-015291.txt : 20220621
0001062993-22-015291.hdr.sgml : 20220621
20220621194903
ACCESSION NUMBER: 0001062993-22-015291
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20220617
FILED AS OF DATE: 20220621
DATE AS OF CHANGE: 20220621
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DICICCO WENDY F
CENTRAL INDEX KEY: 0001225165
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39271
FILM NUMBER: 221029603
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Renovacor, Inc.
CENTRAL INDEX KEY: 0001799850
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 201 BROADWAY
STREET 2: SUITE 310
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
BUSINESS PHONE: 610-424-2650
MAIL ADDRESS:
STREET 1: 201 BROADWAY
STREET 2: SUITE 310
CITY: CAMBRIDGE
STATE: MA
ZIP: 02139
FORMER COMPANY:
FORMER CONFORMED NAME: Chardan Healthcare Acquisition 2 Corp.
DATE OF NAME CHANGE: 20200306
FORMER COMPANY:
FORMER CONFORMED NAME: Chardan Healthcare Acquisition III Corp.
DATE OF NAME CHANGE: 20200113
3
1
form3.xml
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
X0206
3
2022-06-17
0
0001799850
Renovacor, Inc.
RCOR
0001225165
DICICCO WENDY F
C/O RENOVACOR, INC.
201 BROADWAY, SUITE 310
CAMBRIDGE
MA
02139
0
1
0
0
Chief Financial Officer
Common Stock
4329
D
Common Stock
18800
D
Stock Option
3.61
2031-01-25
Common Stock
10936
D
Stock Option
7.73
2031-09-03
Common Stock
14553
D
Stock Option
6.45
2032-01-24
Common Stock
37575
D
The 4,329 shares of common stock are represented by unvested restricted stock units granted pursuant to that certain Agreement and Plan of Merger, dated as of March 22, 2021, by and among the Issuer (f/k/a Chardan Healthcare Acquisition 2 Corp.), Renovacor Holdings, Inc. (f/k/a Renovacor, Inc.) and CHAQ 2 Merger Sub, Inc. (the "Merger Agreement") as Earnout RSU Awards (as defined in the Merger Agreement). The Earnout RSU Awards will vest and become exercisable as follows: (i) 1,299 shares shall vest in full if, at any time before December 31, 2023, the VWAP (as defined in the Merger Agreement) of the Issuer's common stock over any twenty (20) trading days (which may or may not be consecutive) within any thirty (30) consecutive trading day period is greater than or equal to $17.50 per share (the "First Milestone");
(continued from footnote 1) (ii) 1,298 shares shall vest in full if, at any time before December 31, 2025, the VWAP of the Issuer's common stock over any twenty (20) trading days (which may or may not be consecutive) within any thirty (30) consecutive trading day period is greater than or equal to $25.00 per share (the "Second Milestone"); and (iii) 1,732 shares shall vest in full if, at any time before December 31, 2027, the VWAP of the Issuer's common stock over any twenty (20) trading days (which may or may not be consecutive) within any thirty (30) consecutive trading day period is greater than or equal to $35.00 per share (the "Third Milestone").
These restricted stock units will vest in four equal annual installments beginning on January 24, 2023, subject to the continuous service of the Reporting Person on such vesting dates.
The stock option will vest and become exercisable in full on January 26, 2025. The stock option vested 25% on January 26, 2022, and the remainder will vest in equal monthly installments for the remaining 36 months, subject to the continuous service of the Reporting Person on such vesting dates.
The stock option vested 50% on April 1, 2022, and the remaining 50% will vest and become exercisable in full on September 3, 2022, subject to the continuous service of the Reporting Person on such vesting date. The stock option will also vest in full if, prior to the vesting date, the Reporting Person is terminated without cause.
The stock option will vest and become exercisable in full on January 24, 2026, with 25% vesting on January 24, 2023, and the remainder vesting in equal monthly installments for the remaining 36 months, subject to the continuous service of the Reporting Person on such vesting date.
The Reporting Person previously served as the Interim Chief Financial Officer of the Issuer until March 28, 2022. The Reporting Person has since been re-engaged to serve as the Chief Financial Officer of the Issuer as of June 17, 2022.
/s/ Joseph Carroll, as attorney-in-fact
2022-06-21
EX-24.1
2
exhibit24-1.htm
POA
Exhibit 24.1
Exhibit 24.1