0001493152-22-021623.txt : 20220808
0001493152-22-021623.hdr.sgml : 20220808
20220808162845
ACCESSION NUMBER: 0001493152-22-021623
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220728
FILED AS OF DATE: 20220808
DATE AS OF CHANGE: 20220808
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Gutfreund John Peter
CENTRAL INDEX KEY: 0001940797
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37648
FILM NUMBER: 221144802
MAIL ADDRESS:
STREET 1: C/O ONCOCYTE CORPORATION, 15 CUSHING
CITY: IRVINE
STATE: CA
ZIP: 92618
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
3
1
ownership.xml
X0206
3
2022-07-28
0
0001642380
Oncocyte Corp
OCX
0001940797
Gutfreund John Peter
C/O ONCOCYTE CORPORATION
15 CUSHING
IRVINE
CA
92618
1
0
0
0
Common Stock, no par value
3085047
I
Footnote
Series A Convertible Preferred Stock
1.53
Common Stock
1176.48
D
Warrant to Purchase Common Stock
1.53
Common Stock
3564728
I
Footnote
The securities are held by Halle Special Situations Fund LLC. John Peter Gutfreund is the investment manager and a control person of Halle Capital Partners GP LLC, the managing member of Halle Special Situations Fund LLC. In such capacity, Mr. Gutfreund may be deemed to beneficially own these securities.
The 1,176.48 shares of Series A Convertible Preferred Stock are currently convertible into 768,941 shares of the Issuer's common stock, no par value (the "Common Stock"), at the conversion price of $1.53 per share, subject to a beneficial ownership limitation of 4.99%. On April 8, 2024 or the earlier occurrence of certain events or transactions specified in the Purchase Agreement, the Issuer will mandatorily redeem all of the Series A Preferred Shares for a cash payment calculated in accordance with the terms of the Purchase Agreement.
The 3,564,728 warrants may be exercised to purchase up to 3,001,876 shares of the Common Stock at an exercise price of $1.53 per share. The warrants are currently exercisable, subject to a beneficial ownership limitation of 4.99%, and expire on April 19, 2027.
/s/ John Peter Gutfreund
2022-08-08