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