Reported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| HERON THERAPEUTICS, INC. /DE/HRTX · Entity 7133 | Director | January 30, 2026 | February 03, 2026 |
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
HERON THERAPEUTICS, INC. /DE/
Report date January 30, 2026 · Filed February 03, 2026
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | Direct | 123,737 |
Reported balance
After 2026-01-30 transaction · row 1
1 source rowRow 1 · 2026-01-30 · Grant · Acquired 53,960 · Balance 123,737 F1: The shares were granted as restricted stock units which vest in full on January 30, 2027. Each restricted stock unit represents a contingent right to receive one share of common stock. |
| Common StockSEC Table I · non-derivative | IndirectBy Velan Capital Master Fund LP | 8,753,290 |
Reported balance
Holding disclosure · report date 2026-01-30 · row 2
Holding and transaction disclosures are not merged.
1 source rowRow 2 · Balance 8,753,290 F2: Securities owned directly by Velan Capital Master Fund LP ("Velan Master"). Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
Filing footnotes · ownership attribution and instrument terms
F1: The shares were granted as restricted stock units which vest in full on January 30, 2027. Each restricted stock unit represents a contingent right to receive one share of common stock.
F2: Securities owned directly by Velan Capital Master Fund LP ("Velan Master"). Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
Past disclosures · reporting ended (2)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
ALIMERA SCIENCES INC
Report date September 16, 2024 · Filed September 16, 2024
Jointly reported with Velan Capital Investment Management LP, Velan Capital Master Fund LP, Velan Capital SPV I LLC, Velan Capital Holdings LLC, Velan Capital Management LLC, VENKATARAMAN BALAJI
Section 16 reporting ended · disclosed 2024-09-16. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common StockSEC Table I · non-derivative | IndirectBy Velan Capital Master Fund LP | 0 |
Reported balance
After 2024-09-16 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2024-09-16 · Disposition to issuer · Disposed 9,429,808 · Balance 0 F1: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person was deemed to be a member of a Section 13(d) group that was previously deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F2: Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among the Issuer, ANI Pharmaceuticals, Inc., a Delaware corporation ("Parent") and ANIP Merger Sub INC., a Delaware corporation and a wholly owned indirect subsidiary of Parent, as of the effective time of the merger (the "Effective Time"), each share of Common Stock was converted into the right to receive (i) $5.50 in cash, without interest (such amount, the "Closing Cash Consideration") and (ii) one contingent value right ("CVR") representing the right to receive contingent cash payments subject to the achievement of certain milestones and the terms and conditions set forth in a contingent value rights agreement entered into between Parent and a rights agent (the consideration contemplated by (i) and (ii), together, the "Merger Consideration"). F3: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. |
| Common StockSEC Table I · non-derivative | IndirectBy Velan Capital SPV I LLC | 0 |
Reported balance
After 2024-09-16 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2024-09-16 · Disposition to issuer · Disposed 4,178,725 · Balance 0 F1: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person was deemed to be a member of a Section 13(d) group that was previously deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F2: Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among the Issuer, ANI Pharmaceuticals, Inc., a Delaware corporation ("Parent") and ANIP Merger Sub INC., a Delaware corporation and a wholly owned indirect subsidiary of Parent, as of the effective time of the merger (the "Effective Time"), each share of Common Stock was converted into the right to receive (i) $5.50 in cash, without interest (such amount, the "Closing Cash Consideration") and (ii) one contingent value right ("CVR") representing the right to receive contingent cash payments subject to the achievement of certain milestones and the terms and conditions set forth in a contingent value rights agreement entered into between Parent and a rights agent (the consideration contemplated by (i) and (ii), together, the "Merger Consideration"). F4: Securities owned directly by Velan SPV. As the managing member of Velan SPV, Velan GP may be deemed to beneficially own the securities owned directly by Velan SPV. As the investment manager of Velan SPV, Velan Capital may be deemed to beneficially own the securities owned directly by Velan SPV. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan SPV. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan SPV. |
| Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $1.85 · Expires 2033-03-23 | Direct | 0 |
Reported balance
After 2024-09-16 transaction · row 3
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 3 · 2024-09-16 · Disposition to issuer · Disposed 1,825 · Balance 0 F5: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. |
| Stock Option (Right to Buy)SEC Table II · derivative / convertible security · Conversion / exercise price $2.99 · Expires 2033-10-01 | Direct | 0 |
Reported balance
After 2024-09-16 transaction · row 4
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 4 · 2024-09-16 · Disposition to issuer · Disposed 50,000 · Balance 0 F5: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. |
| WarrantsSEC Table II · derivative / convertible security · Conversion / exercise price $2.10 · Expires 2030-03-24 | IndirectBy Velan Capital Master Fund LP | 0 |
Reported balance
After 2024-09-16 transaction · row 5
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 5 · 2024-09-16 · Disposition to issuer · Disposed 800,000 · Balance 0 F6: Pursuant to the terms of the Merger Agreement, at the Effective Time, each Warrant that was outstanding as of immediately prior to the Effective Time was converted into the right to receive, upon exercise of such Warrant, the same Merger Consideration as such holder would have been entitled to receive if such holder had been, immediately prior to the Effective Time, the holder of the number of shares then issuable upon exercise in full of such Warrant without regard to any limitations on exercise contained therein. F7: The Warrants had an exercise price of $2.10 (subject to adjustment as provided therein) and would have expired upon the earlier of March 24, 2030 and a change of control of the Issuer. F3: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. |
Filing footnotes · ownership attribution and instrument terms
F1: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person was deemed to be a member of a Section 13(d) group that was previously deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
F2: Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among the Issuer, ANI Pharmaceuticals, Inc., a Delaware corporation ("Parent") and ANIP Merger Sub INC., a Delaware corporation and a wholly owned indirect subsidiary of Parent, as of the effective time of the merger (the "Effective Time"), each share of Common Stock was converted into the right to receive (i) $5.50 in cash, without interest (such amount, the "Closing Cash Consideration") and (ii) one contingent value right ("CVR") representing the right to receive contingent cash payments subject to the achievement of certain milestones and the terms and conditions set forth in a contingent value rights agreement entered into between Parent and a rights agent (the consideration contemplated by (i) and (ii), together, the "Merger Consideration").
F3: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master.
F4: Securities owned directly by Velan SPV. As the managing member of Velan SPV, Velan GP may be deemed to beneficially own the securities owned directly by Velan SPV. As the investment manager of Velan SPV, Velan Capital may be deemed to beneficially own the securities owned directly by Velan SPV. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan SPV. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan SPV.
F5: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR.
F6: Pursuant to the terms of the Merger Agreement, at the Effective Time, each Warrant that was outstanding as of immediately prior to the Effective Time was converted into the right to receive, upon exercise of such Warrant, the same Merger Consideration as such holder would have been entitled to receive if such holder had been, immediately prior to the Effective Time, the holder of the number of shares then issuable upon exercise in full of such Warrant without regard to any limitations on exercise contained therein.
F7: The Warrants had an exercise price of $2.10 (subject to adjustment as provided therein) and would have expired upon the earlier of March 24, 2030 and a change of control of the Issuer.
Jasper Therapeutics, Inc.
Report date February 08, 2024 · Filed February 09, 2024
Jointly reported with Velan Capital Investment Management LP, Velan Capital Master Fund LP, Avego Healthcare Capital, L.P., Velan Capital Holdings LLC, Avego Healthcare Capital Holdings, LLC, Avego Management LLC, Velan Capital Management LLC, VENKATARAMAN BALAJI
Section 16 reporting ended · disclosed 2024-02-09. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Common Stock, par value $0.0001 per shareSEC Table I · non-derivative | IndirectBy Velan Capital Master Fund LP | 1,188,500 |
Reported balance
After 2024-02-08 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2024-02-08 · Purchase · Acquired 350,000 · Balance 1,188,500 F1: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Avego Healthcare Capital, L.P. ("Avego Fund"), Velan Capital Holdings LLC ("Velan GP"), Avego Healthcare Capital Holdings, LLC ("Avego GP"), Avego Management, LLC ("Avego Management"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Balaji Venkataraman and Adam Morgan (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that no longer collectively beneficially owns more than 10% of the Issuer's outstanding shares. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F4: Reflects a 1-for-10 reverse stock split of the Issuer's common stock, effected on January 4, 2024. F2: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. As the managing members of Velan GP and Velan IM GP, Messrs. Venkataraman and Morgan may be deemed to beneficially own the securities owned directly by Velan Master. |
| Common Stock, par value $0.0001 per shareSEC Table I · non-derivative | IndirectBy Avego Healthcare Capital, L.P. | 245,328 |
Reported balance
Holding disclosure · report date 2024-02-08 · row 2
Holding and transaction disclosures are not merged.
1 source rowRow 2 · Balance 245,328 F1: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Avego Healthcare Capital, L.P. ("Avego Fund"), Velan Capital Holdings LLC ("Velan GP"), Avego Healthcare Capital Holdings, LLC ("Avego GP"), Avego Management, LLC ("Avego Management"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Balaji Venkataraman and Adam Morgan (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that no longer collectively beneficially owns more than 10% of the Issuer's outstanding shares. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F4: Reflects a 1-for-10 reverse stock split of the Issuer's common stock, effected on January 4, 2024. F3: Securities owned directly by Avego Fund. As the general partner of Avego Fund, Avego GP may be deemed to beneficially own the securities owned directly by Avego Fund. As the co-investment manager of Avego Fund, Avego Management may be deemed to beneficially own the securities owned directly by Avego Fund. As the co-investment manager of Avego Fund, Velan Capital may be deemed to beneficially own the securities owned directly by Avego Fund. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Avego Fund. As the managing member of each of Avego GP, Avego Management, Velan GP and Velan IM GP, Mr. Venkataraman may be deemed to beneficially own the securities owned directly by Avego Fund. As the managing member of each of Velan GP and Velan IM GP, Mr. Morgan may be deemed to beneficially own the securities owned directly by Avego Fund. |
Filing footnotes · ownership attribution and instrument terms
F1: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Avego Healthcare Capital, L.P. ("Avego Fund"), Velan Capital Holdings LLC ("Velan GP"), Avego Healthcare Capital Holdings, LLC ("Avego GP"), Avego Management, LLC ("Avego Management"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Balaji Venkataraman and Adam Morgan (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that no longer collectively beneficially owns more than 10% of the Issuer's outstanding shares. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
F2: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. As the managing members of Velan GP and Velan IM GP, Messrs. Venkataraman and Morgan may be deemed to beneficially own the securities owned directly by Velan Master.
F3: Securities owned directly by Avego Fund. As the general partner of Avego Fund, Avego GP may be deemed to beneficially own the securities owned directly by Avego Fund. As the co-investment manager of Avego Fund, Avego Management may be deemed to beneficially own the securities owned directly by Avego Fund. As the co-investment manager of Avego Fund, Velan Capital may be deemed to beneficially own the securities owned directly by Avego Fund. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Avego Fund. As the managing member of each of Avego GP, Avego Management, Velan GP and Velan IM GP, Mr. Venkataraman may be deemed to beneficially own the securities owned directly by Avego Fund. As the managing member of each of Velan GP and Velan IM GP, Mr. Morgan may be deemed to beneficially own the securities owned directly by Avego Fund.
F4: Reflects a 1-for-10 reverse stock split of the Issuer's common stock, effected on January 4, 2024.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| January 30, 2026 Filed Feb 3, 2026 14:15 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantCommon Stock | 53,960 | $0.00 | $0.00 |
DisclosureSEC source: 0000921895-26-000200 · form412927018_02032026.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 123,737 F1 · shares: The shares were granted as restricted stock units which vest in full on January 30, 2027. Each restricted stock unit represents a contingent right to receive one share of common stock. Read SEC document |
| August 08, 2025 Filed Aug 12, 2025 21:02 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | PurchaseSeries A Convertible Preferred Stock · Derivative | 70,012 | $15.00 Strike: $1.50 | $1,050,180.00 |
DisclosureSEC source: 0000921895-25-002160 · form412927018_08122025.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 70,012 Underlying: Common Stock · 700,120 shares Expires not disclosed F3 · security: Velan Master purchased 70,012 shares of Series A Preferred Stock pursuant to the terms of the SPA and the Certificate of Designation of Rights, Preferences and Privileges of Series A Convertible Preferred Stock of Heron Therapeutics, Inc., dated August 8, 2025 (the "Certificate of Designation"). The conversion price of the Series A Preferred Stock is $1.50 per share. F3 · derivative.exercise_price: Velan Master purchased 70,012 shares of Series A Preferred Stock pursuant to the terms of the SPA and the Certificate of Designation of Rights, Preferences and Privileges of Series A Convertible Preferred Stock of Heron Therapeutics, Inc., dated August 8, 2025 (the "Certificate of Designation"). The conversion price of the Series A Preferred Stock is $1.50 per share. F3 · shares: Velan Master purchased 70,012 shares of Series A Preferred Stock pursuant to the terms of the SPA and the Certificate of Designation of Rights, Preferences and Privileges of Series A Convertible Preferred Stock of Heron Therapeutics, Inc., dated August 8, 2025 (the "Certificate of Designation"). The conversion price of the Series A Preferred Stock is $1.50 per share. F1 · price: The Issuer entered into a Securities Purchase Agreement (the "SPA") with certain investors (collectively, the "Purchasers"), including Velan Capital Master Fund LP ("Velan Master"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement shares of the Issuer's Common Stock, par value $0.01 per share (the "Common Stock"), and shares of the Issuer's Series A Convertible Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"), at a purchase price of $1.50 per share of Common Stock and $15 per share of Series A Preferred Stock. The transaction closed on August 12, 2025. F4 · derivative.exercise_date: Pursuant to the terms of the SPA, upon approval of the Stockholder Approval Proposal (as defined in the SPA), all of the outstanding shares of Series A Preferred Stock will automatically convert into shares of Common Stock at the applicable conversion price, plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Designation. However, the Series A Preferred Stock shall not be converted if, after giving effect thereto, Velan Master (together with its affiliates) would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 4.99% of the outstanding shares of Common Stock. Such ownership limitation may be increased upon 61 days' notice to the Issuer. F4 · derivative.expiration_date: Pursuant to the terms of the SPA, upon approval of the Stockholder Approval Proposal (as defined in the SPA), all of the outstanding shares of Series A Preferred Stock will automatically convert into shares of Common Stock at the applicable conversion price, plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Designation. However, the Series A Preferred Stock shall not be converted if, after giving effect thereto, Velan Master (together with its affiliates) would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 4.99% of the outstanding shares of Common Stock. Such ownership limitation may be increased upon 61 days' notice to the Issuer. F4 · derivative.underlying_shares: Pursuant to the terms of the SPA, upon approval of the Stockholder Approval Proposal (as defined in the SPA), all of the outstanding shares of Series A Preferred Stock will automatically convert into shares of Common Stock at the applicable conversion price, plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Designation. However, the Series A Preferred Stock shall not be converted if, after giving effect thereto, Velan Master (together with its affiliates) would beneficially own, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, more than 4.99% of the outstanding shares of Common Stock. Such ownership limitation may be increased upon 61 days' notice to the Issuer. F2 · ownership.nature: Securities owned directly by Velan Master. Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| August 08, 2025 Filed Aug 12, 2025 21:02 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | PurchaseCommon Stock | 1,766,546 | $1.50 | $2,649,819.00 |
DisclosureSEC source: 0000921895-25-002160 · form412927018_08122025.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 8,753,290 F1 · shares: The Issuer entered into a Securities Purchase Agreement (the "SPA") with certain investors (collectively, the "Purchasers"), including Velan Capital Master Fund LP ("Velan Master"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement shares of the Issuer's Common Stock, par value $0.01 per share (the "Common Stock"), and shares of the Issuer's Series A Convertible Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"), at a purchase price of $1.50 per share of Common Stock and $15 per share of Series A Preferred Stock. The transaction closed on August 12, 2025. F1 · price: The Issuer entered into a Securities Purchase Agreement (the "SPA") with certain investors (collectively, the "Purchasers"), including Velan Capital Master Fund LP ("Velan Master"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement shares of the Issuer's Common Stock, par value $0.01 per share (the "Common Stock"), and shares of the Issuer's Series A Convertible Preferred Stock, par value $0.01 per share (the "Series A Preferred Stock"), at a purchase price of $1.50 per share of Common Stock and $15 per share of Series A Preferred Stock. The transaction closed on August 12, 2025. F2 · ownership.nature: Securities owned directly by Velan Master. Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| January 31, 2025 Filed Feb 4, 2025 22:37 UTC Amendment | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantStock Option (Right to Buy) · Derivative | 35,900 | $0.00 Strike: $1.70 | $0.00 |
DisclosureSEC source: 0000950170-25-013780 · ownership.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 35,900 Underlying: Common Stock · 35,900 shares Expires 2035-01-31 F3 · derivative.exercise_date: The stock options vest and become exercisable in 12 equal monthly installments beginning one month after the date of grant. Read SEC document |
| January 31, 2025 Filed Feb 4, 2025 22:37 UTC Amendment | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantCommon Stock | 17,950 | $0.00 | $0.00 |
DisclosureSEC source: 0000950170-25-013780 · ownership.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 69,777 F1 · shares: The shares were granted as restricted stock units which vest in full on January 31, 2026. Each restricted stock unit represents a contingent right to receive one share of common stock. Read SEC document |
| January 30, 2025 Filed Feb 3, 2025 14:17 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantStock Option (Right to Buy) · Derivative | 35,900 | $1.73 Strike: $1.73 | $62,107.00 |
DisclosureSEC source: 0000950170-25-012043 · ownership.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 35,900 Underlying: Common Stock · 35,900 shares Expires 2035-01-30 F3 · derivative.exercise_date: The stock options vest and become exercisable in 12 equal monthly installments beginning one month after the date of grant. Read SEC document |
| January 30, 2025 Filed Feb 3, 2025 14:17 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantCommon Stock | 17,950 | $0.00 | $0.00 |
DisclosureSEC source: 0000950170-25-012043 · ownership.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 69,777 F1 · shares: The shares were granted as restricted stock units which vest in full on January 30, 2026. Each restricted stock unit represents a contingent right to receive one share of common stock. Read SEC document |
| September 16, 2024 Filed Sep 16, 2024 17:13 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | Disposition to issuerWarrants · Derivative | 800,000 | Not disclosed Strike: $2.10 | Not disclosed |
DisclosureSEC source: 0000921895-24-002133 · form412927011_09162024.xml · derivative · entry 5 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 0 Underlying: Common Stock · 800,000 shares Expires 2030-03-24 F6 · security: Pursuant to the terms of the Merger Agreement, at the Effective Time, each Warrant that was outstanding as of immediately prior to the Effective Time was converted into the right to receive, upon exercise of such Warrant, the same Merger Consideration as such holder would have been entitled to receive if such holder had been, immediately prior to the Effective Time, the holder of the number of shares then issuable upon exercise in full of such Warrant without regard to any limitations on exercise contained therein. F7 · derivative.exercise_price: The Warrants had an exercise price of $2.10 (subject to adjustment as provided therein) and would have expired upon the earlier of March 24, 2030 and a change of control of the Issuer. F6 · price: Pursuant to the terms of the Merger Agreement, at the Effective Time, each Warrant that was outstanding as of immediately prior to the Effective Time was converted into the right to receive, upon exercise of such Warrant, the same Merger Consideration as such holder would have been entitled to receive if such holder had been, immediately prior to the Effective Time, the holder of the number of shares then issuable upon exercise in full of such Warrant without regard to any limitations on exercise contained therein. F7 · derivative.expiration_date: The Warrants had an exercise price of $2.10 (subject to adjustment as provided therein) and would have expired upon the earlier of March 24, 2030 and a change of control of the Issuer. F3 · ownership.nature: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. Read SEC document |
| September 16, 2024 Filed Sep 16, 2024 17:13 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | Disposition to issuerStock Option (Right to Buy) · Derivative | 50,000 | Not disclosed Strike: $2.99 | Not disclosed |
DisclosureSEC source: 0000921895-24-002133 · form412927011_09162024.xml · derivative · entry 4 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 50,000 shares Expires 2033-10-01 F5 · security: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. F5 · price: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. F5 · derivative.exercise_date: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. Read SEC document |
| September 16, 2024 Filed Sep 16, 2024 17:13 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | Disposition to issuerStock Option (Right to Buy) · Derivative | 1,825 | Not disclosed Strike: $1.85 | Not disclosed |
DisclosureSEC source: 0000921895-24-002133 · form412927011_09162024.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 0 Underlying: Common Stock · 1,825 shares Expires 2033-03-23 F5 · security: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. F5 · price: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. F5 · derivative.exercise_date: In accordance with the terms of the Merger Agreement, at the Effective Time, each stock option granted by the Issuer to purchase shares (each, an "Option") that was outstanding and unvested immediately prior to the Effective Time vested in full, and each Option that was outstanding and unexercised which had a per share exercise price that was less than the Closing Cash Consideration was converted into the right to receive the sum of an amount in cash (without interest and subject to deduction for any required withholding as contemplated in the Merger Agreement) equal to: (a) the excess, if any, of the Closing Cash Consideration over the exercise price per share of such Option; multiplied by the number of shares underlying such Option and (b) one CVR. Read SEC document |
| September 16, 2024 Filed Sep 16, 2024 17:13 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | Disposition to issuerCommon Stock | 4,178,725 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000921895-24-002133 · form412927011_09162024.xml · nonDerivative · entry 2 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital SPV I LLC Disclosed balance after: 0 F1 · security: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person was deemed to be a member of a Section 13(d) group that was previously deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F2 · shares: Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among the Issuer, ANI Pharmaceuticals, Inc., a Delaware corporation ("Parent") and ANIP Merger Sub INC., a Delaware corporation and a wholly owned indirect subsidiary of Parent, as of the effective time of the merger (the "Effective Time"), each share of Common Stock was converted into the right to receive (i) $5.50 in cash, without interest (such amount, the "Closing Cash Consideration") and (ii) one contingent value right ("CVR") representing the right to receive contingent cash payments subject to the achievement of certain milestones and the terms and conditions set forth in a contingent value rights agreement entered into between Parent and a rights agent (the consideration contemplated by (i) and (ii), together, the "Merger Consideration"). F2 · price: Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among the Issuer, ANI Pharmaceuticals, Inc., a Delaware corporation ("Parent") and ANIP Merger Sub INC., a Delaware corporation and a wholly owned indirect subsidiary of Parent, as of the effective time of the merger (the "Effective Time"), each share of Common Stock was converted into the right to receive (i) $5.50 in cash, without interest (such amount, the "Closing Cash Consideration") and (ii) one contingent value right ("CVR") representing the right to receive contingent cash payments subject to the achievement of certain milestones and the terms and conditions set forth in a contingent value rights agreement entered into between Parent and a rights agent (the consideration contemplated by (i) and (ii), together, the "Merger Consideration"). F4 · ownership.nature: Securities owned directly by Velan SPV. As the managing member of Velan SPV, Velan GP may be deemed to beneficially own the securities owned directly by Velan SPV. As the investment manager of Velan SPV, Velan Capital may be deemed to beneficially own the securities owned directly by Velan SPV. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan SPV. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan SPV. Read SEC document |
| September 16, 2024 Filed Sep 16, 2024 17:13 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | Disposition to issuerCommon Stock | 9,429,808 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000921895-24-002133 · form412927011_09162024.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 0 F1 · security: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person was deemed to be a member of a Section 13(d) group that was previously deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F2 · shares: Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among the Issuer, ANI Pharmaceuticals, Inc., a Delaware corporation ("Parent") and ANIP Merger Sub INC., a Delaware corporation and a wholly owned indirect subsidiary of Parent, as of the effective time of the merger (the "Effective Time"), each share of Common Stock was converted into the right to receive (i) $5.50 in cash, without interest (such amount, the "Closing Cash Consideration") and (ii) one contingent value right ("CVR") representing the right to receive contingent cash payments subject to the achievement of certain milestones and the terms and conditions set forth in a contingent value rights agreement entered into between Parent and a rights agent (the consideration contemplated by (i) and (ii), together, the "Merger Consideration"). F2 · price: Pursuant to the Agreement and Plan of Merger, dated as of June 21, 2024 (the "Merger Agreement"), by and among the Issuer, ANI Pharmaceuticals, Inc., a Delaware corporation ("Parent") and ANIP Merger Sub INC., a Delaware corporation and a wholly owned indirect subsidiary of Parent, as of the effective time of the merger (the "Effective Time"), each share of Common Stock was converted into the right to receive (i) $5.50 in cash, without interest (such amount, the "Closing Cash Consideration") and (ii) one contingent value right ("CVR") representing the right to receive contingent cash payments subject to the achievement of certain milestones and the terms and conditions set forth in a contingent value rights agreement entered into between Parent and a rights agent (the consideration contemplated by (i) and (ii), together, the "Merger Consideration"). F3 · ownership.nature: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. Read SEC document |
| February 08, 2024 Filed Feb 9, 2024 20:40 UTC | Jasper Therapeutics, Inc. JSPR · Entity 7588 | PurchaseCommon Stock, par value $0.0001 per share | 350,000 | $12.95 | $4,532,500.00 |
DisclosureSEC source: 0000921895-24-000337 · form412927020_02092024.xml · nonDerivative · entry 1 Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · See Footnote 1 Avego Healthcare Capital, L.P. · CIK 0001822834 · See Footnote 1 Velan Capital Holdings LLC · CIK 0001964353 · See Footnote 1 Avego Healthcare Capital Holdings, LLC · CIK 0001964446 · See Footnote 1 Avego Management LLC · CIK 0001886177 · See Footnote 1 Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Morgan Adam · CIK 0001964335 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 1,188,500 F1 · security: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Avego Healthcare Capital, L.P. ("Avego Fund"), Velan Capital Holdings LLC ("Velan GP"), Avego Healthcare Capital Holdings, LLC ("Avego GP"), Avego Management, LLC ("Avego Management"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Balaji Venkataraman and Adam Morgan (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that no longer collectively beneficially owns more than 10% of the Issuer's outstanding shares. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F4 · balance_after: Reflects a 1-for-10 reverse stock split of the Issuer's common stock, effected on January 4, 2024. F2 · ownership.nature: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. As the managing members of Velan GP and Velan IM GP, Messrs. Venkataraman and Morgan may be deemed to beneficially own the securities owned directly by Velan Master. Read SEC document |
| January 19, 2024 Filed Jan 20, 2024 02:04 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantStock Option (Right to Buy) · Derivative | 83,685 | $0.00 Strike: $2.09 | $0.00 |
DisclosureSEC source: 0001209191-24-001980 · doc4.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 83,685 Underlying: Common Stock · 83,685 shares Expires 2034-01-19 F3 · derivative.exercise_date: The stock options vest and become exercisable in 12 equal monthly installments beginning one month after the date of grant. Read SEC document |
| January 19, 2024 Filed Jan 20, 2024 02:04 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantCommon Stock | 13,948 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-24-001980 · doc4.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 51,827 F1 · shares: The shares were granted as restricted stock units which vest in full on January 19, 2025. Read SEC document |
| October 02, 2023 Filed Oct 4, 2023 17:44 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | GrantStock Option (Right to Buy) · Derivative | 50,000 | $0.00 Strike: $2.99 | $0.00 |
DisclosureSEC source: 0000921895-23-002311 · form412927011_10042023.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 50,000 Underlying: Common Stock · 50,000 shares Expires 2033-10-01 F4 · derivative.exercise_date: The option shares shall vest in equal monthly installments of Mr. Morgan's continuous service with the Issuer beginning on August 1, 2023 and vest in full at the earlier of August 1, 2024 or the date of the Issuer's 2024 annual meeting of stockholders, with the final installment adjusted as necessary to avoid any fractional shares in any installment. Read SEC document |
| August 15, 2023 Filed Aug 17, 2023 20:18 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | ConversionSeries B Convertible Preferred Stock · Derivative | 6,000 | Not disclosed Strike: $2.10 | Not disclosed |
DisclosureSEC source: 0000921895-23-002012 · form412927011_08172023.xml · derivative · entry 6 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 0 Underlying: Common Stock · 2,924,762 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F6 · security: Velan Master purchased 6,000 shares of Series B Preferred Stock in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA and the Certificate of Designation. The conversion price of the Series B Preferred Stock issued on March 24, 2023 (the "Tranche 1 Closing") was $2.10 at the time of the Mandatory Conversion. F6 · derivative.exercise_price: Velan Master purchased 6,000 shares of Series B Preferred Stock in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA and the Certificate of Designation. The conversion price of the Series B Preferred Stock issued on March 24, 2023 (the "Tranche 1 Closing") was $2.10 at the time of the Mandatory Conversion. F6 · shares: Velan Master purchased 6,000 shares of Series B Preferred Stock in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA and the Certificate of Designation. The conversion price of the Series B Preferred Stock issued on March 24, 2023 (the "Tranche 1 Closing") was $2.10 at the time of the Mandatory Conversion. F6 · price: Velan Master purchased 6,000 shares of Series B Preferred Stock in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA and the Certificate of Designation. The conversion price of the Series B Preferred Stock issued on March 24, 2023 (the "Tranche 1 Closing") was $2.10 at the time of the Mandatory Conversion. F5 · derivative.exercise_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F5 · derivative.expiration_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F6 · derivative.expiration_date: Velan Master purchased 6,000 shares of Series B Preferred Stock in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA and the Certificate of Designation. The conversion price of the Series B Preferred Stock issued on March 24, 2023 (the "Tranche 1 Closing") was $2.10 at the time of the Mandatory Conversion. F5 · derivative.underlying_shares: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F2 · ownership.nature: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. Read SEC document |
| August 15, 2023 Filed Aug 17, 2023 20:18 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | ConversionSeries B Convertible Preferred Stock · Derivative | 7,000 | Not disclosed Strike: $1.70 | Not disclosed |
DisclosureSEC source: 0000921895-23-002012 · form412927011_08172023.xml · derivative · entry 5 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital SPV I LLC Disclosed balance after: 0 Underlying: Common Stock · 4,178,725 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F4 · security: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F4 · derivative.exercise_price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F4 · shares: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F4 · price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F5 · derivative.exercise_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F4 · derivative.expiration_date: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F5 · derivative.expiration_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F5 · derivative.underlying_shares: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F3 · ownership.nature: Securities owned directly by Velan SPV. As the managing member of Velan SPV, Velan GP may be deemed to beneficially own the securities owned directly by Velan SPV. As the investment manager of Velan SPV, Velan Capital may be deemed to beneficially own the securities owned directly by Velan SPV. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan SPV. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan SPV. Read SEC document |
| August 15, 2023 Filed Aug 17, 2023 20:18 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | ConversionSeries B Convertible Preferred Stock · Derivative | 8,117 | Not disclosed Strike: $1.70 | Not disclosed |
DisclosureSEC source: 0000921895-23-002012 · form412927011_08172023.xml · derivative · entry 4 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 0 Underlying: Common Stock · 4,845,392 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F4 · security: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F4 · derivative.exercise_price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F4 · shares: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F4 · price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F5 · derivative.exercise_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F4 · derivative.expiration_date: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70 at the time of the Mandatory Conversion (as defined below). F5 · derivative.expiration_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F5 · derivative.underlying_shares: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred was not convertible into shares of the Issuer's Common Stock or any other security of the Issuer. Once stockholder approval of the transaction was obtained at the Company Stockholders Meeting, the Issuer designated August 15, 2023 as the day on which all of the outstanding shares of Series B Preferred Stock would automatically convert into shares of Common Stock at the applicable conversion price (the "Mandatory Conversion"), plus accrued and unpaid dividends, subject to the terms and conditions set forth in the Certificate of Amendment to the Certificate of Designation of the Series B Preferred Stock of the Issuer that was filed with the Secretary of State of the State of Delaware on August 1, 2023. F2 · ownership.nature: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. Read SEC document |
| August 15, 2023 Filed Aug 17, 2023 20:18 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | ConversionCommon Stock | 4,178,725 | $1.70 | $7,103,832.50 |
DisclosureSEC source: 0000921895-23-002012 · form412927011_08172023.xml · nonDerivative · entry 3 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital SPV I LLC Disclosed balance after: 4,178,725 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F3 · ownership.nature: Securities owned directly by Velan SPV. As the managing member of Velan SPV, Velan GP may be deemed to beneficially own the securities owned directly by Velan SPV. As the investment manager of Velan SPV, Velan Capital may be deemed to beneficially own the securities owned directly by Velan SPV. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan SPV. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan SPV. Read SEC document |
| August 15, 2023 Filed Aug 17, 2023 20:18 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | ConversionCommon Stock | 2,924,762 | $2.10 | $6,142,000.20 |
DisclosureSEC source: 0000921895-23-002012 · form412927011_08172023.xml · nonDerivative · entry 2 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 9,429,808 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F2 · ownership.nature: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. Read SEC document |
| August 15, 2023 Filed Aug 17, 2023 20:18 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | ConversionCommon Stock | 4,845,392 | $1.70 | $8,237,166.40 |
DisclosureSEC source: 0000921895-23-002012 · form412927011_08172023.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director · 10% owner Velan Capital Investment Management LP · CIK 0001848809 · 10% owner Velan Capital Master Fund LP · CIK 0001964356 · 10% owner Velan Capital SPV I LLC · CIK 0001977931 · 10% owner Velan Capital Holdings LLC · CIK 0001964353 · 10% owner Velan Capital Management LLC · CIK 0001964355 · 10% owner VENKATARAMAN BALAJI · CIK 0001114916 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 6,505,046 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · security: This Form 4 is filed jointly by Velan Capital Master Fund LP ("Velan Master"), Velan Capital SPV I LLC ("Velan SPV"), Velan Capital Holdings LLC ("Velan GP"), Velan Capital Investment Management LP ("Velan Capital"), Velan Capital Management LLC ("Velan IM GP"), Adam Morgan and Balaji Venkataraman (collectively, the "Reporting Persons"). Each Reporting Person may be deemed to be a member of a Section 13(d) group that may be deemed to collectively beneficially own more than 10% of the Issuer's outstanding shares of common stock, par value $0.01 per share (the "Common Stock"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. F2 · ownership.nature: Securities owned directly by Velan Master. As the general partner of Velan Master, Velan GP may be deemed to beneficially own the securities owned directly by Velan Master. As the investment manager of Velan Master, Velan Capital may be deemed to beneficially own the securities owned directly by Velan Master. As the general partner of Velan Capital, Velan IM GP may be deemed to beneficially own the securities owned directly by Velan Master. Messrs. Morgan and Venkataraman, as managing members of each of Velan GP and Velan IM GP, may be deemed to beneficially own the securities owned directly by Velan Master. Read SEC document |
| July 21, 2023 Filed Jul 25, 2023 20:22 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | PurchasePre-funded Warrants to Purchase Common Stock · Derivative | 1,162,891 | $1.37 Strike: $0.00 | $1,593,044.38 |
DisclosureSEC source: 0000921895-23-001721 · form412927018_07252023.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 1,162,891 Underlying: Common Stock, par value $0.01 per share · 1,162,891 shares Expires not disclosed F1 · shares: The Issuer entered into a Securities Purchase Agreement with certain investors (collectively the "Purchasers"), including Velan Capital Master Fund LP ("Velan Master"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement shares of the Issuer's Common Stock or pre-funded warrants in lieu thereof (the "Pre-Funded Warrants") at a per share purchase price equal to $1.37 (less $0.0001 for each Pre-Funded Warrant, as applicable). F1 · price: The Issuer entered into a Securities Purchase Agreement with certain investors (collectively the "Purchasers"), including Velan Capital Master Fund LP ("Velan Master"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement shares of the Issuer's Common Stock or pre-funded warrants in lieu thereof (the "Pre-Funded Warrants") at a per share purchase price equal to $1.37 (less $0.0001 for each Pre-Funded Warrant, as applicable). F3 · derivative.exercise_date: The Pre-Funded Warrants are exercisable immediately and will expire when exercised in full, however, the Pre-Funded Warrants cannot be exercised by Velan Master if, after giving effect thereto, Velan Master (together with its affiliates) would beneficially own, as determined in accordance with Section 13(d) of the Exchange Act, more than 4.99% of the outstanding shares of Common Stock. Such ownership limitation may be increased upon 61 days' notice to the Issuer. F3 · derivative.expiration_date: The Pre-Funded Warrants are exercisable immediately and will expire when exercised in full, however, the Pre-Funded Warrants cannot be exercised by Velan Master if, after giving effect thereto, Velan Master (together with its affiliates) would beneficially own, as determined in accordance with Section 13(d) of the Exchange Act, more than 4.99% of the outstanding shares of Common Stock. Such ownership limitation may be increased upon 61 days' notice to the Issuer. F2 · ownership.nature: Securities owned directly by Velan Master. Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| July 21, 2023 Filed Jul 25, 2023 20:22 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | PurchaseCommon Stock, par value $0.01 per share | 2,486,744 | $1.37 | $3,406,839.28 |
DisclosureSEC source: 0000921895-23-001721 · form412927018_07252023.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 6,986,744 F1 · shares: The Issuer entered into a Securities Purchase Agreement with certain investors (collectively the "Purchasers"), including Velan Capital Master Fund LP ("Velan Master"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement shares of the Issuer's Common Stock or pre-funded warrants in lieu thereof (the "Pre-Funded Warrants") at a per share purchase price equal to $1.37 (less $0.0001 for each Pre-Funded Warrant, as applicable). F1 · price: The Issuer entered into a Securities Purchase Agreement with certain investors (collectively the "Purchasers"), including Velan Capital Master Fund LP ("Velan Master"), pursuant to which the Issuer agreed to issue and sell to the Purchasers in a private placement shares of the Issuer's Common Stock or pre-funded warrants in lieu thereof (the "Pre-Funded Warrants") at a per share purchase price equal to $1.37 (less $0.0001 for each Pre-Funded Warrant, as applicable). F2 · ownership.nature: Securities owned directly by Velan Master. Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 17, 2023 Filed May 19, 2023 17:17 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | PurchaseSeries B Convertible Preferred Stock · Derivative | 7,000 | Not disclosed Strike: $1.70 | Not disclosed |
DisclosureSEC source: 0000921895-23-001299 · form412927011_05192023.xml · derivative · entry 4 Morgan Adam · CIK 0001964335 · Director · 10% owner 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital SPV I LLC Disclosed balance after: 7,000 Underlying: Common Stock · Not disclosed shares Expires not disclosed F3 · security: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F3 · derivative.exercise_price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F3 · shares: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F3 · price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F4 · derivative.exercise_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred Stock is not convertible into shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") or any other security of the Issuer. If stockholder approval of the transaction is obtained, the Issuer will designate a business day no later than ten business days following such vote as the date for the conversion (the "Mandatory Conversion") of all, but not less than all, of the outstanding shares of Series B Preferred Stock into shares of Common Stock at the applicable conversion price, upon which such Mandatory Conversion will occur automatically. (Continued in Footnote 5) F5 · derivative.exercise_date: If stockholder approval is not obtained at the Company Stockholders Meeting, following conclusion of such meeting, each share of Series B Preferred Stock shall be convertible, at the option of the holder, into shares of Common Stock at the applicable conversion price; provided such conversion cannot exceed the Change of Control Cap, the Exchange Cap or the Acquisition Cap, each as defined in the Certificate of Designation, or 9.99% of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon such conversion (such limitation, the "Ownership Limitation"). F3 · derivative.expiration_date: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F4 · derivative.expiration_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred Stock is not convertible into shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") or any other security of the Issuer. If stockholder approval of the transaction is obtained, the Issuer will designate a business day no later than ten business days following such vote as the date for the conversion (the "Mandatory Conversion") of all, but not less than all, of the outstanding shares of Series B Preferred Stock into shares of Common Stock at the applicable conversion price, upon which such Mandatory Conversion will occur automatically. (Continued in Footnote 5) F5 · derivative.expiration_date: If stockholder approval is not obtained at the Company Stockholders Meeting, following conclusion of such meeting, each share of Series B Preferred Stock shall be convertible, at the option of the holder, into shares of Common Stock at the applicable conversion price; provided such conversion cannot exceed the Change of Control Cap, the Exchange Cap or the Acquisition Cap, each as defined in the Certificate of Designation, or 9.99% of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon such conversion (such limitation, the "Ownership Limitation"). F3 · derivative.underlying_shares: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F4 · derivative.underlying_shares: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred Stock is not convertible into shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") or any other security of the Issuer. If stockholder approval of the transaction is obtained, the Issuer will designate a business day no later than ten business days following such vote as the date for the conversion (the "Mandatory Conversion") of all, but not less than all, of the outstanding shares of Series B Preferred Stock into shares of Common Stock at the applicable conversion price, upon which such Mandatory Conversion will occur automatically. (Continued in Footnote 5) F5 · derivative.underlying_shares: If stockholder approval is not obtained at the Company Stockholders Meeting, following conclusion of such meeting, each share of Series B Preferred Stock shall be convertible, at the option of the holder, into shares of Common Stock at the applicable conversion price; provided such conversion cannot exceed the Change of Control Cap, the Exchange Cap or the Acquisition Cap, each as defined in the Certificate of Designation, or 9.99% of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon such conversion (such limitation, the "Ownership Limitation"). F2 · ownership.nature: Securities owned directly by Velan Capital SPV I LLC ("Velan SPV"). Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the managing member of Velan SPV, and Velan Capital Management LLC, the general partner of the investment manager of Velan SPV, may be deemed to beneficially own the securities owned directly by Velan SPV. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 17, 2023 Filed May 19, 2023 17:17 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | OtherWarrants · Derivative | 2,057,143 | Not disclosed Strike: $2.10 | Not disclosed |
DisclosureSEC source: 0000921895-23-001299 · form412927011_05192023.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director · 10% owner 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 800,000 Underlying: Common Stock · 800,000 shares Expires 2030-03-24 F6 · security: As previously disclosed in the Reporting Person's Section 16 filings with respect to the Issuer, Velan Master purchased 6,000 shares of Series B Preferred Stock and warrants to purchase 2,857,143 shares of Common Stock of the Issuer (the "Warrants") in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA, the Certificate of Designation, and the Warrant to Purchase Shares of Common Stock of the Issuer, dated March 24, 2023. F7 · security: On May 17, 2023, the Issuer entered into a Joinder and Amendment to the SPA (the "SPA Amendment") with Velan Master and Velan SPV and the other purchasers identified on the signature pages thereto. The SPA Amendment provided for, among other things, the reduction in the number of shares underlying the Warrants issued at the Tranche 1 Closing to Velan Master from 2,857,143 shares to 800,000 shares (instead 500,000 shares, as originally contemplated by the SPA). The other terms of the Warrants remained unchanged. F8 · derivative.exercise_price: The Warrants have an exercise price equal to the Tranche 1 Conversion Price of $2.10 (subject to adjustment as provided therein) and expire upon the earlier of March 24, 2030 (seven years from the date of the Tranche 1 Closing) and a change of control of the Issuer. The Warrants are exercisable on or after the earlier of (a) immediately prior to a change of control of the Issuer and (b) March 24, 2024; provided that prior to stockholder approval at the Company Stockholders Meeting, exercise of the Warrants is subject to the Ownership Limitation, the Change of Control Cap and the Exchange Cap. F6 · kind: As previously disclosed in the Reporting Person's Section 16 filings with respect to the Issuer, Velan Master purchased 6,000 shares of Series B Preferred Stock and warrants to purchase 2,857,143 shares of Common Stock of the Issuer (the "Warrants") in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA, the Certificate of Designation, and the Warrant to Purchase Shares of Common Stock of the Issuer, dated March 24, 2023. F7 · kind: On May 17, 2023, the Issuer entered into a Joinder and Amendment to the SPA (the "SPA Amendment") with Velan Master and Velan SPV and the other purchasers identified on the signature pages thereto. The SPA Amendment provided for, among other things, the reduction in the number of shares underlying the Warrants issued at the Tranche 1 Closing to Velan Master from 2,857,143 shares to 800,000 shares (instead 500,000 shares, as originally contemplated by the SPA). The other terms of the Warrants remained unchanged. F6 · shares: As previously disclosed in the Reporting Person's Section 16 filings with respect to the Issuer, Velan Master purchased 6,000 shares of Series B Preferred Stock and warrants to purchase 2,857,143 shares of Common Stock of the Issuer (the "Warrants") in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA, the Certificate of Designation, and the Warrant to Purchase Shares of Common Stock of the Issuer, dated March 24, 2023. F7 · shares: On May 17, 2023, the Issuer entered into a Joinder and Amendment to the SPA (the "SPA Amendment") with Velan Master and Velan SPV and the other purchasers identified on the signature pages thereto. The SPA Amendment provided for, among other things, the reduction in the number of shares underlying the Warrants issued at the Tranche 1 Closing to Velan Master from 2,857,143 shares to 800,000 shares (instead 500,000 shares, as originally contemplated by the SPA). The other terms of the Warrants remained unchanged. F6 · price: As previously disclosed in the Reporting Person's Section 16 filings with respect to the Issuer, Velan Master purchased 6,000 shares of Series B Preferred Stock and warrants to purchase 2,857,143 shares of Common Stock of the Issuer (the "Warrants") in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA, the Certificate of Designation, and the Warrant to Purchase Shares of Common Stock of the Issuer, dated March 24, 2023. F7 · price: On May 17, 2023, the Issuer entered into a Joinder and Amendment to the SPA (the "SPA Amendment") with Velan Master and Velan SPV and the other purchasers identified on the signature pages thereto. The SPA Amendment provided for, among other things, the reduction in the number of shares underlying the Warrants issued at the Tranche 1 Closing to Velan Master from 2,857,143 shares to 800,000 shares (instead 500,000 shares, as originally contemplated by the SPA). The other terms of the Warrants remained unchanged. F8 · derivative.exercise_date: The Warrants have an exercise price equal to the Tranche 1 Conversion Price of $2.10 (subject to adjustment as provided therein) and expire upon the earlier of March 24, 2030 (seven years from the date of the Tranche 1 Closing) and a change of control of the Issuer. The Warrants are exercisable on or after the earlier of (a) immediately prior to a change of control of the Issuer and (b) March 24, 2024; provided that prior to stockholder approval at the Company Stockholders Meeting, exercise of the Warrants is subject to the Ownership Limitation, the Change of Control Cap and the Exchange Cap. F8 · derivative.expiration_date: The Warrants have an exercise price equal to the Tranche 1 Conversion Price of $2.10 (subject to adjustment as provided therein) and expire upon the earlier of March 24, 2030 (seven years from the date of the Tranche 1 Closing) and a change of control of the Issuer. The Warrants are exercisable on or after the earlier of (a) immediately prior to a change of control of the Issuer and (b) March 24, 2024; provided that prior to stockholder approval at the Company Stockholders Meeting, exercise of the Warrants is subject to the Ownership Limitation, the Change of Control Cap and the Exchange Cap. F6 · derivative.underlying_shares: As previously disclosed in the Reporting Person's Section 16 filings with respect to the Issuer, Velan Master purchased 6,000 shares of Series B Preferred Stock and warrants to purchase 2,857,143 shares of Common Stock of the Issuer (the "Warrants") in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA, the Certificate of Designation, and the Warrant to Purchase Shares of Common Stock of the Issuer, dated March 24, 2023. F7 · derivative.underlying_shares: On May 17, 2023, the Issuer entered into a Joinder and Amendment to the SPA (the "SPA Amendment") with Velan Master and Velan SPV and the other purchasers identified on the signature pages thereto. The SPA Amendment provided for, among other things, the reduction in the number of shares underlying the Warrants issued at the Tranche 1 Closing to Velan Master from 2,857,143 shares to 800,000 shares (instead 500,000 shares, as originally contemplated by the SPA). The other terms of the Warrants remained unchanged. F6 · balance_after: As previously disclosed in the Reporting Person's Section 16 filings with respect to the Issuer, Velan Master purchased 6,000 shares of Series B Preferred Stock and warrants to purchase 2,857,143 shares of Common Stock of the Issuer (the "Warrants") in the Tranche 1 Closing (as defined below) pursuant to the terms of the SPA, the Certificate of Designation, and the Warrant to Purchase Shares of Common Stock of the Issuer, dated March 24, 2023. F7 · balance_after: On May 17, 2023, the Issuer entered into a Joinder and Amendment to the SPA (the "SPA Amendment") with Velan Master and Velan SPV and the other purchasers identified on the signature pages thereto. The SPA Amendment provided for, among other things, the reduction in the number of shares underlying the Warrants issued at the Tranche 1 Closing to Velan Master from 2,857,143 shares to 800,000 shares (instead 500,000 shares, as originally contemplated by the SPA). The other terms of the Warrants remained unchanged. F1 · ownership.nature: Securities owned directly by Velan Capital Master Fund LP ("Velan Master"). Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 17, 2023 Filed May 19, 2023 17:17 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | PurchaseSeries B Convertible Preferred Stock · Derivative | 8,117 | Not disclosed Strike: $1.70 | Not disclosed |
DisclosureSEC source: 0000921895-23-001299 · form412927011_05192023.xml · derivative · entry 2 Morgan Adam · CIK 0001964335 · Director · 10% owner 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 8,117 Underlying: Common Stock · Not disclosed shares Expires not disclosed F3 · security: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F3 · derivative.exercise_price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F3 · shares: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F3 · price: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F4 · derivative.exercise_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred Stock is not convertible into shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") or any other security of the Issuer. If stockholder approval of the transaction is obtained, the Issuer will designate a business day no later than ten business days following such vote as the date for the conversion (the "Mandatory Conversion") of all, but not less than all, of the outstanding shares of Series B Preferred Stock into shares of Common Stock at the applicable conversion price, upon which such Mandatory Conversion will occur automatically. (Continued in Footnote 5) F5 · derivative.exercise_date: If stockholder approval is not obtained at the Company Stockholders Meeting, following conclusion of such meeting, each share of Series B Preferred Stock shall be convertible, at the option of the holder, into shares of Common Stock at the applicable conversion price; provided such conversion cannot exceed the Change of Control Cap, the Exchange Cap or the Acquisition Cap, each as defined in the Certificate of Designation, or 9.99% of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon such conversion (such limitation, the "Ownership Limitation"). F3 · derivative.expiration_date: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F4 · derivative.expiration_date: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred Stock is not convertible into shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") or any other security of the Issuer. If stockholder approval of the transaction is obtained, the Issuer will designate a business day no later than ten business days following such vote as the date for the conversion (the "Mandatory Conversion") of all, but not less than all, of the outstanding shares of Series B Preferred Stock into shares of Common Stock at the applicable conversion price, upon which such Mandatory Conversion will occur automatically. (Continued in Footnote 5) F5 · derivative.expiration_date: If stockholder approval is not obtained at the Company Stockholders Meeting, following conclusion of such meeting, each share of Series B Preferred Stock shall be convertible, at the option of the holder, into shares of Common Stock at the applicable conversion price; provided such conversion cannot exceed the Change of Control Cap, the Exchange Cap or the Acquisition Cap, each as defined in the Certificate of Designation, or 9.99% of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon such conversion (such limitation, the "Ownership Limitation"). F3 · derivative.underlying_shares: Velan Master purchased 8,117 shares of Series B Convertible Preferred Stock of the Issuer (the "Series B Preferred Stock") and Velan SPV purchased 7,000 shares of the Series B Preferred Stock in the Tranche 2 Closing (as defined below) pursuant to the terms of the Securities Purchase Agreement, dated as of March 24, 2023 (as amended, the "SPA") and the Certificate of Designation of the Series B Preferred Stock (as amended, the "Certificate of Designation"). The initial conversion price of the Series B Preferred Stock issued on May 17, 2023 (the "Tranche 2 Closing") was $1.70, subject to customary adjustment, including certain anti-dilution adjustments (the "Tranche 2 Conversion Price"). Therefore, the amounts reported in this Form 4 are subject to change. The Series B Preferred Stock has no stated maturity. F4 · derivative.underlying_shares: Pursuant to the terms of the SPA, prior to the conclusion of the Company Stockholders Meeting (as defined in the SPA), the Series B Preferred Stock is not convertible into shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock") or any other security of the Issuer. If stockholder approval of the transaction is obtained, the Issuer will designate a business day no later than ten business days following such vote as the date for the conversion (the "Mandatory Conversion") of all, but not less than all, of the outstanding shares of Series B Preferred Stock into shares of Common Stock at the applicable conversion price, upon which such Mandatory Conversion will occur automatically. (Continued in Footnote 5) F5 · derivative.underlying_shares: If stockholder approval is not obtained at the Company Stockholders Meeting, following conclusion of such meeting, each share of Series B Preferred Stock shall be convertible, at the option of the holder, into shares of Common Stock at the applicable conversion price; provided such conversion cannot exceed the Change of Control Cap, the Exchange Cap or the Acquisition Cap, each as defined in the Certificate of Designation, or 9.99% of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon such conversion (such limitation, the "Ownership Limitation"). F1 · ownership.nature: Securities owned directly by Velan Capital Master Fund LP ("Velan Master"). Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| May 17, 2023 Filed May 19, 2023 17:17 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | PurchaseCommon Stock | 1,401,901 | $1.70 | $2,383,231.70 |
DisclosureSEC source: 0000921895-23-001299 · form412927011_05192023.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director · 10% owner 10b5-1 filing: No plan indicated Ownership: Indirect · By Velan Capital Master Fund LP Disclosed balance after: 1,659,654 F1 · ownership.nature: Securities owned directly by Velan Capital Master Fund LP ("Velan Master"). Mr. Morgan, as a managing member of each of Velan Capital Holdings LLC, the general partner of Velan Master, and Velan Capital Management LLC, the general partner of the investment manager of Velan Master, may be deemed to beneficially own the securities owned directly by Velan Master. Mr. Morgan disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed to be an admission that Mr. Morgan is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Read SEC document |
| March 26, 2023 Filed Mar 28, 2023 18:51 UTC | ALIMERA SCIENCES INC ALIM · Entity 11664 | GrantStock Option (Right to Buy) · Derivative | 1,825 | $0.00 Strike: $1.85 | $0.00 |
DisclosureSEC source: 0000921895-23-000776 · form412927011_03282023.xml · derivative · entry 2 Morgan Adam · CIK 0001964335 · Director 10b5-1 filing: No plan indicated Ownership: Direct Disclosed balance after: 1,825 Underlying: Common Stock · 1,825 shares Expires 2033-03-23 F2 · derivative.exercise_price: The closing price for the Issuer's common stock on the Nasdaq Global Market on March 27, 2023, the first trading day after the grant of options. F3 · derivative.exercise_date: Options vest monthly and become exercisable in equal monthly installments beginning on April 12, 2023 and ending on July 12, 2023, with the final installment adjusted as necessary to avoid any fractional shares in any installment. Read SEC document |
| February 22, 2023 Filed Feb 25, 2023 00:20 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantStock Option (Right to Buy) · Derivative | 227,272 | $0.00 Strike: $2.70 | $0.00 |
DisclosureSEC source: 0001209191-23-012924 · doc4.xml · derivative · entry 3 Morgan Adam · CIK 0001964335 · Director · See Notes 2 & 3 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 227,272 Underlying: Common Stock · 227,272 shares Expires 2033-02-22 F4 · derivative.exercise_date: The stock option vests and becomes exercisable in 48 equal monthly installments beginning one month after the date of grant (02/22/2023). Read SEC document |
| February 22, 2023 Filed Feb 25, 2023 00:20 UTC | HERON THERAPEUTICS, INC. /DE/ HRTX · Entity 7133 | GrantCommon Stock | 37,879 | $0.00 | $0.00 |
DisclosureSEC source: 0001209191-23-012924 · doc4.xml · nonDerivative · entry 1 Morgan Adam · CIK 0001964335 · Director · See Notes 2 & 3 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 37,879 F1 · shares: The shares were granted as restricted stock units which vest in 16 equal quarterly installments beginning three months after the date of grant (02/22/2023). Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.