X0206 3 2018-11-13 0 0001253176 VAPOTHERM INC VAPO 0001762924 3x5 Partners, LLC 2540 NE MARTIN LUTHER KING JR. BLVD. PORTLAND OR 97212 0 0 1 0 Series A Convertible Preferred Stock Common Stock 227600 I By Vapotherm Investors, LLC Series B Convertible Preferred Stock Common Stock 75700 I By Vapotherm Investors, LLC Series C Convertible Preferred Stock Common Stock 849239 I By Vapotherm Investors, LLC Series D Convertible Preferred Stock Common Stock 1073655 I By Vapotherm Investors, LLC Series D-1 Convertible Preferred Stock Common Stock 208752 I By Vapotherm Investors, LLC Warrant to purchase Series A Convertible Preferred Stock Series A Convertible Preferred Stock 42857 I By Vapotherm Investors, LLC Series A Convertible Preferred Stock Common Stock 500000 I By 3x5 Special Opportunity Fund, L.P. Series B Convertible Preferred Stock Common Stock 285714 I By 3x5 Special Opportunity Fund, L.P. Series C Convertible Preferred Stock Common Stock 264244 I By 3x5 Special Opportunity Fund, L.P. Series A Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for the Series A Convertible Preferred Stock. Series B Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for the Series B Convertible Preferred Stock. Series C Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for the Series C Convertible Preferred Stock. Series D Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for the Series D Convertible Preferred Stock. Series D-1 Convertible Preferred Stock is convertible into shares of common stock at any time at the holder's election and automatically upon the consummation of a qualified public offering of the registrant. There is no expiration date for the Series D-1 Convertible Preferred Stock. The warrants to purchase Series A Convertible Preferred Stock are exercisable at any time at the holder's election, and have an expiration date of September 7, 2022. The Reporting Person is the managing member of Vapotherm Investors, LLC, the direct beneficial owner of these securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, of such securities except to the extent of its pecuniary interest therein. The Reporting Person is a member of 3x5 Special Opportunity Partners, LLC. 3x5 Special Opportunity Partners, LLC is the general partner of 3x5 Special Opportunity Fund, L.P., the direct beneficial owner of these securities. The Reporting Person disclaims beneficial ownership, within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, of such securities except to the extent of its pecuniary interest therein. Exhibit List: Exhibit 24 - Power of Attorney /s/ Anthony Ten Haagen, as Attorney-In-Fact 2020-01-24