0000919574-23-002420.txt : 20230405 0000919574-23-002420.hdr.sgml : 20230405 20230405213533 ACCESSION NUMBER: 0000919574-23-002420 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230403 FILED AS OF DATE: 20230405 DATE AS OF CHANGE: 20230405 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: 23804249 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: 23804248 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: 23804247 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 X0407 4 2023-04-03 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 0 Common Stock, no par value 2023-04-03 4 P 0 26827638 0.3017 A 50181335 D Common Stock, no par value 2023-04-03 4 P 0 0 0 A 50181335 I Footnote Common Stock, no par value 3145 D Series A Convertible Preferred Stock 1.53 Common Stock 3844675 5882.35 D Series A Convertible Preferred Stock 1.53 Common Stock 3844675 5882.35 I Footnote Warrant to Purchase Common Stock 1.53 2027-04-19 Common Stock 3001876 6003752 D Warrant to Purchase Common Stock 1.53 2027-04-19 Common Stock 3001876 6003752 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. These securities are directly owned by Neal C. Bradsher. On April 3, 2023, Broadwood Partners entered into a Securities Purchase Agreement with Oncocyte Corporation (the "Issuer") pursuant to which Broadwood Partners agreed to acquire 26,827,638 shares of the Issuer's Common Stock, no par value (the "Common Shares"), from the Issuer in its registered direct offering for a total purchase price of $8,093,361.84, or $0.30168 per Common Share. The Series A Convertible Preferred Stock (the "Series A Shares") is: (i) currently convertible; and (ii) no longer subject to a blocker provision that previously prevented Broadwood Partners from converting the Series A Shares if it would have been more than a 19.99% beneficial owner of the Common Shares following any such conversion. On April 8, 2024 or the earlier occurrence of certain events or transactions specified in the Securities Purchase Agreement with the Issuer pursuant to which Broadwood Partners acquired the Series A Shares (the "Series A Purchase Agreement"), the Issuer will mandatorily redeem all of the Series A Shares for a cash payment calculated in accordance with the terms of the Series A Purchase Agreement. These warrants (the "Warrants") are: (i) currently exercisable; and (ii) no longer subject to a blocker provision that previously prevented Broadwood Partners from exercising the Warrants if it would have been more than a 19.99% beneficial owner of the Common Shares following any such exercise. Broadwood Partners, L.P., By Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President 2023-04-05 Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President 2023-04-05 /s/ Neal C. Bradsher 2023-04-05