0001209191-16-146058.txt : 20161017
0001209191-16-146058.hdr.sgml : 20161017
20161017164558
ACCESSION NUMBER: 0001209191-16-146058
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161013
FILED AS OF DATE: 20161017
DATE AS OF CHANGE: 20161017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EVERSPIN TECHNOLOGIES INC
CENTRAL INDEX KEY: 0001438423
STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674]
IRS NUMBER: 262640654
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1347 N ALMA SCHOOL ROAD
STREET 2: SUITE 220
CITY: CHANDLER
STATE: AZ
ZIP: 85224
BUSINESS PHONE: 480-347-1111
MAIL ADDRESS:
STREET 1: 1347 N ALMA SCHOOL ROAD
STREET 2: SUITE 220
CITY: CHANDLER
STATE: AZ
ZIP: 85224
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: UHLMAN THOMAS M
CENTRAL INDEX KEY: 0001245101
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37900
FILM NUMBER: 161939211
MAIL ADDRESS:
STREET 1: 98 FLORAL AVENUE
STREET 2: SUITE 201
CITY: MURRAY HILL
STATE: NY
ZIP: 07974
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GARMAN ANDREW
CENTRAL INDEX KEY: 0001260347
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37900
FILM NUMBER: 161939212
MAIL ADDRESS:
STREET 1: 98 FLONE AVE
CITY: MURRAY HILL
STATE: NJ
ZIP: 07974
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NV PARTNERS IV C L P
CENTRAL INDEX KEY: 0001350134
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37900
FILM NUMBER: 161939213
BUSINESS ADDRESS:
STREET 1: 98 FLORAL AVE
STREET 2: SUITE 201
CITY: MURRAY HILL
STATE: NJ
ZIP: 07974
BUSINESS PHONE: 908-464-0900
MAIL ADDRESS:
STREET 1: 98 FLORAL AVE
STREET 2: SUITE 201
CITY: MURRAY HILL
STATE: NJ
ZIP: 07974
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NV PARTNERS IV L P
CENTRAL INDEX KEY: 0001350135
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37900
FILM NUMBER: 161939214
BUSINESS ADDRESS:
STREET 1: 98 FLORAL AVE
STREET 2: SUITE 201
CITY: MURRAY HILL
STATE: NJ
ZIP: 07974
BUSINESS PHONE: 908-464-0900
MAIL ADDRESS:
STREET 1: 98 FLORAL AVE
STREET 2: SUITE 201
CITY: MURRAY HILL
STATE: NJ
ZIP: 07974
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NVPG IV, LLC
CENTRAL INDEX KEY: 0001686431
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37900
FILM NUMBER: 161939215
BUSINESS ADDRESS:
STREET 1: C/O NV PARTNERS
STREET 2: 430 MOUNTAIN AVENUE, SUITE 404, 4TH FL.
CITY: MURRAY HILL
STATE: NJ
ZIP: 07974
BUSINESS PHONE: (908) 988-4851
MAIL ADDRESS:
STREET 1: C/O NV PARTNERS
STREET 2: 430 MOUNTAIN AVENUE, SUITE 404, 4TH FL.
CITY: MURRAY HILL
STATE: NJ
ZIP: 07974
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-10-13
0
0001438423
EVERSPIN TECHNOLOGIES INC
MRAM
0001686431
NVPG IV, LLC
C/O EVERSPIN TECHNOLOGIES, INC.
1347 N. ALMA SCHOOL ROAD, SUITE 220
CHANDLER
AZ
85224
0
0
1
0
0001350135
NV PARTNERS IV L P
C/O EVERSPIN TECHNOLOGIES, INC.
1347 N. ALMA SCHOOL ROAD, SUITE 220
CHANDLER
AZ
85224
0
0
1
0
0001350134
NV PARTNERS IV C L P
C/O EVERSPIN TECHNOLOGIES, INC.
1347 N. ALMA SCHOOL ROAD, SUITE 220
CHANDLER
AZ
85224
0
0
1
0
0001260347
GARMAN ANDREW
C/O EVERSPIN TECHNOLOGIES, INC.
1347 N. ALMA SCHOOL ROAD, SUITE 220
CHANDLER
AZ
85224
0
0
1
0
0001245101
UHLMAN THOMAS M
C/O EVERSPIN TECHNOLOGIES, INC.
1347 N. ALMA SCHOOL ROAD, SUITE 220
CHANDLER
AZ
85224
0
0
1
0
Common Stock
2016-10-13
4
C
0
503625
A
1231740
I
See Footnote
Common Stock
2016-10-13
4
C
0
271619
A
1503359
I
See Footnote
Common Stock
2016-10-13
4
C
0
301648
6.40
A
1805007
I
See Footnote
Common Stock
2016-10-13
4
C
0
205984
6.40
A
2010991
I
See Footnote
Common Stock
2016-10-13
4
P
0
250000
8.00
A
2260991
I
See Footnote
Series A Preferred Stock
2016-10-13
4
C
0
503625
0.00
D
Common Stock
503625
0
I
See Footnote
Series B Preferred Stock
2016-10-13
4
C
0
271619
0.00
D
Common Stock
271619
0
I
See Footnote
5% Convertible Subordinated Promissory Note
6.40
2016-10-13
4
C
0
1864899.00
0.00
D
Common Stock
301648
0
I
See Footnote
5% Convertible Subordinated Promissory Note
6.40
2016-10-13
4
C
0
1305429.91
0.00
D
Common Stock
205984
0
I
See Footnote
The reported securities converted into shares of the Issuer's common stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
The shares are held as follows: 1,071,079 by NV Partners IV, L.P. ("NV IV") and 160,661 by NV Partners IVC,L.P. ("NVI VC").
NVPG IV LLC ("NVPG") is the general partner of NV IV and NV IVC. Mr. Garman and Mr. Uhlman are individual managing members of NVPG. Each disclaims beneficial ownership over the shares reported herein, and this report shall not be deemed an admission of beneficial ownership for the purposes of Section 16 or for any other purpose, except to the extent of his or its proportionate pecuniary interest therein.
The shares are held as follows: 1,307,270 by NV IV and 196,089 by NVIVC.
The shares are held as follows: 1,569,573 by NV IV and 235,434 by NVIVC.
The shares are held as follows: 1,748,690 by NV IV and 262,301 by NVIVC.
The shares are held as follows: 1,966,081 by NV IV and 294,910 by NVIVC.
The shares were held as follows: 437,935 by NV IV and 65,690 by NV IVC.
The shares were held as follows: 236,191 by NV IV and 35,428 by NV IVC.
The notes were issued in the original principal amount of $1,621,651.27 to NV IV and $243,247.73 to NV IVC. The outstanding principal and accrued interest on such notes automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The notes bore interest at a rate of 5% per annum. The notes had accrued interest of $57,091.01 for NV IV and $8,563.65 for NV IVC through October 12, 2016.
The notes were issued in the original principal amount of $1,135,156.42 to NV IV and $170,273.49 to NV IVC. The outstanding principal and accrued interest on such notes automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The notes bore interest at a rate of 5% per annum. The notes had accrued interest of $11,196.06 for NV IV and $1,679.41 for NV IVC through October 12, 2016.
/s/ Matt Hemington, attorney-in-fact for NVPG IV, LLC
2016-10-17
/s/ Matt Hemington, attorney-in-fact for NV Partners IV, LP
2016-10-17
/s/ Matt Hemington, attorney-in-fact for NV Partners IV-C, LP
2016-10-17
/s/ Matt Hemington, attorney-in-fact for Andrew Garman
2016-10-17
/s/ Matt Hemington, attorney-in-fact for Thomas M. Uhlman
2016-10-17