0001493152-22-007202.txt : 20220317 0001493152-22-007202.hdr.sgml : 20220317 20220317212456 ACCESSION NUMBER: 0001493152-22-007202 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220315 FILED AS OF DATE: 20220317 DATE AS OF CHANGE: 20220317 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ANDREWS RONALD ASBURY CENTRAL INDEX KEY: 0001299153 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37648 FILM NUMBER: 22750873 MAIL ADDRESS: STREET 1: 5791 VAN ALLEN WAY CITY: CARLSBAD STATE: CA ZIP: 92008 FORMER NAME: FORMER CONFORMED NAME: Andrews Ronald Asbury DATE OF NAME CHANGE: 20040730 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 2022-03-15 0 0001642380 Oncocyte Corp OCX 0001299153 ANDREWS RONALD ASBURY 15 CUSHING IRVINE CA 92618 1 1 0 0 Chief Executive Officer Option to Purchase Common Stock 1.150 2022-03-15 4 A 0 300000 0 A 2032-03-15 Common Stock 300000 300000 D Option to Purchase Common Stock 1.150 2022-03-15 4 A 0 200000 0 A 2032-03-15 Common Stock 200000 200000 D Option to Purchase Common Stock 1.150 2022-03-15 4 A 0 375000 0 A 2032-03-15 Common Stock 375000 375000 D Restricted Stock Units 0 2022-03-15 4 A 0 35000 0 A 2023-03-15 2023-03-15 Common Stock 35000 35000 D Restricted Stock Units 0 2022-03-15 4 A 0 500000 0 A 2024-12-31 Common Stock 500000 500000 D 25% of the options will become exercisable after one year of continuous service from the effective date of grant, and the balance will become exercisable in 36 equal monthly installments commencing one year after the date of grant subject to continuous service through the applicable vesting date. Options vest subject to the Issuer's achievement of pre-defined product development, regulatory and financial goals in 2022. 100% of the options will vest on December 31, 2023, if such pre-defined goals have been achieved in 2022, subject to continuous service through the vesting date. Options vest subject to the Issuer's achievement of pre-defined product-related milestones and financial performance and corporate budget objectives in 2022. The number of options that will vest will be determined based on the Issuer's level of achievement in 2022 with respect to such pre-defined objectives. If such pre-defined objectives are not achieved at a minimum level, no vesting will occur and the options will be cancelled. Options will vest in annual installments over three years from the effective date of grant, if such pre-defined objectives have been achieved in 2022, subject to continuous service through the applicable vesting date. The restricted stock units shall vest upon the completion of one year of continuous service from the date of grant. The restricted stock units will vest immediately upon the Issuer's achievement with respect to pre-defined market capitalization objectives and product-related milestones during the period beginning on January 1, 2022 and ending on December 31, 2024, subject to continuous service through the applicable vesting date. The number of restricted stock units that will vest will be determined based on the Issuer's level of achievement with respect to such pre-defined milestones. If such pre-defined milestones are not achieved at a minimum level, no vesting will occur and the restricted stock units will be cancelled. /s/ Ronald Andrews 2022-03-17