0000919574-21-005979.txt : 20210924 0000919574-21-005979.hdr.sgml : 20210924 20210924165621 ACCESSION NUMBER: 0000919574-21-005979 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210923 FILED AS OF DATE: 20210924 DATE AS OF CHANGE: 20210924 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROADWOOD PARTNERS, L.P. CENTRAL INDEX KEY: 0001278386 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37648 FILM NUMBER: 211278008 BUSINESS ADDRESS: STREET 1: BROADWOOD CAPITAL INC. STREET 2: 142 WEST 57TH STREET, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-508-5735 MAIL ADDRESS: STREET 1: BROADWOOD CAPITAL INC. STREET 2: 142 WEST 57TH STREET, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: BROADWOOD PARTNERS LP DATE OF NAME CHANGE: 20040202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROADWOOD CAPITAL INC CENTRAL INDEX KEY: 0001278387 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37648 FILM NUMBER: 211278007 BUSINESS ADDRESS: STREET 1: 142 WEST 57TH STREET STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-508-5735 MAIL ADDRESS: STREET 1: 142 WEST 57TH STREET STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BRADSHER NEAL C CENTRAL INDEX KEY: 0001278388 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37648 FILM NUMBER: 211278006 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Oncocyte Corp CENTRAL INDEX KEY: 0001642380 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 271041563 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 15 CUSHING CITY: IRVINE STATE: CA ZIP: 92618 BUSINESS PHONE: 949-409-7600 MAIL ADDRESS: STREET 1: 15 CUSHING CITY: IRVINE STATE: CA ZIP: 92618 FORMER COMPANY: FORMER CONFORMED NAME: OncoCyte Corp DATE OF NAME CHANGE: 20200213 FORMER COMPANY: FORMER CONFORMED NAME: Oncocyte Corp DATE OF NAME CHANGE: 20200205 FORMER COMPANY: FORMER CONFORMED NAME: OncoCyte Corp DATE OF NAME CHANGE: 20150513 4 1 ownership.xml X0306 4 2021-09-23 0 0001642380 Oncocyte Corp OCX 0001278386 BROADWOOD PARTNERS, L.P. C/O BROADWOOD CAPITAL INC. 142 WEST 57TH STREET, 11TH FLOOR NEW YORK NY 10019 0 0 1 0 0001278387 BROADWOOD CAPITAL INC 142 WEST 57TH STREET, 11TH FLOOR NEW YORK NY 10019 0 0 1 0 0001278388 BRADSHER NEAL C C/O BROADWOOD CAPITAL INC. 142 WEST 57TH STREET, 11TH FLOOR NEW YORK NY 10019 0 0 1 0 Common Stock, no par value 2021-09-23 4 X 0 573461 3.1525 A 17349945 D Common Stock, no par value 2021-09-23 4 X 0 0 0 A 17349945 I Footnote Common Stock, no par value 3145 D Warrant to Purchase Common Stock 3.25 2021-09-23 4 D 0 573461 D 2021-10-17 Common Stock 573461 0 D Warrant to Purchase Common Stock 3.25 2021-09-23 4 D 0 0 D 2021-10-17 Common Stock 573461 0 I Footnote Warrant to Purchase Common Stock 3.1525 2021-09-23 4 A 0 573461 A 2021-09-30 Common Stock 573461 573461 D Warrant to Purchase Common Stock 3.1525 2021-09-23 4 A 0 0 A 2021-09-30 Common Stock 573461 573461 I Footnote Warrant to Purchase Common Stock 3.1525 2021-09-23 4 X 0 573461 D 2021-09-30 Common Stock 573461 0 D Warrant to Purchase Common Stock 3.1525 2021-09-23 4 X 0 0 D 2021-09-30 Common Stock 573461 0 I Footnote Warrant to Purchase Common Stock 3.25 2022-07-21 Common Stock 270000 270000 D Warrant to Purchase Common Stock 3.25 2022-07-21 Common Stock 0 270000 I Footnote Warrant to Purchase Common Stock 3.25 2022-02-17 Common Stock 212500 212500 D Warrant to Purchase Common Stock 3.25 2022-02-17 Common Stock 0 212500 I Footnote The reported securities are directly owned by Broadwood Partners, L.P. ("Broadwood Partners") and may be deemed to be indirectly beneficially owned by: (i) Broadwood Capital, Inc. ("Broadwood Capital") as General Partner of Broadwood Partners; and (ii) Neal C. Bradsher as President of Broadwood Capital. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. On September 23, 2021, Broadwood Partners and Oncocyte Corporation (the "Issuer") entered into a Warrant Exercise Agreement pursuant to which: (i) the Issuer agreed to reduce the exercise price of a common stock warrant (the "Common Stock Warrant") held by Broadwood Partners to purchase up to 573,461 shares of the Issuer's common stock (the "Shares") from $3.25 per Share to $3.1525 per Share; and (ii) Broadwood Partners agreed to exercise the Common Stock Warrant in full on or prior to September 30, 2021. Shortly after executing the Warrant Exercise Agreement, Broadwood Partners exercised the Common Stock Warrant in full and received 573,461 Shares in exchange for payment to the Issuer of $1,807,835.81. (Continued from Footnote 2) The first two reported transactions reflect the deemed cancellation of the "old" Common Stock Warrant and the grant of a "replacement" Common Stock Warrant, respectively, pursuant to the amendment of the Common Stock Warrant set forth in the Warrant Exercise Agreement. The third reported transaction reflects Broadwood Partners' full exercise of the replacement Common Stock Warrant after executing the Warrant Exercise Agreement. These securities are directly owned by Neal C. Bradsher. These warrants are currently exercisable. Broadwood Partners, L.P., By Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President 2021-09-24 Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President 2021-09-24 /s/ Neal C. Bradsher 2021-09-24