0001193805-22-001273.txt : 20220916
0001193805-22-001273.hdr.sgml : 20220916
20220916175215
ACCESSION NUMBER: 0001193805-22-001273
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220913
FILED AS OF DATE: 20220916
DATE AS OF CHANGE: 20220916
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCHRIER DEREK C
CENTRAL INDEX KEY: 0001250078
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37888
FILM NUMBER: 221248949
MAIL ADDRESS:
STREET 1: C/O INDABA CAPITAL MANAGEMENT, LLC
STREET 2: ONE LETTERMAN DR., BLDING D, SUITE DM700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94129
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Indaba Capital Fund, L.P.
CENTRAL INDEX KEY: 0001516452
STATE OF INCORPORATION: E9
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37888
FILM NUMBER: 221248948
BUSINESS ADDRESS:
STREET 1: MAPLES CORPORATE SERVICES
STREET 2: 121 SOUTH CHURCH STREET
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
BUSINESS PHONE: 345 949 8066
MAIL ADDRESS:
STREET 1: MAPLES CORPORATE SERVICES
STREET 2: 121 SOUTH CHURCH STREET
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-1104
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Indaba Capital Management, L.P.
CENTRAL INDEX KEY: 0001524362
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37888
FILM NUMBER: 221248951
BUSINESS ADDRESS:
STREET 1: ONE LETTERMAN DRIVE
STREET 2: BUILDING D, SUITE DM700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94129
BUSINESS PHONE: (415) 680-1180
MAIL ADDRESS:
STREET 1: ONE LETTERMAN DRIVE
STREET 2: BUILDING D, SUITE DM700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94129
FORMER NAME:
FORMER CONFORMED NAME: Indaba Capital Management, LLC
DATE OF NAME CHANGE: 20110627
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: IC GP, LLC
CENTRAL INDEX KEY: 0001596505
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37888
FILM NUMBER: 221248950
BUSINESS ADDRESS:
STREET 1: ONE LETTERMAN DRIVE,
STREET 2: BUILDING D, SUITE DM700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94129
BUSINESS PHONE: (415) 680-1180
MAIL ADDRESS:
STREET 1: ONE LETTERMAN DRIVE,
STREET 2: BUILDING D, SUITE DM700
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94129
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Tabula Rasa HealthCare, Inc.
CENTRAL INDEX KEY: 0001651561
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 465726437
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 228 STRAWBRIDGE DRIVE
STREET 2: SUITE 100
CITY: MOORESTOWN
STATE: NJ
ZIP: 08057
BUSINESS PHONE: 866-648-2767
MAIL ADDRESS:
STREET 1: 228 STRAWBRIDGE DRIVE
STREET 2: SUITE 100
CITY: MOORESTOWN
STATE: NJ
ZIP: 08057
4
1
e621923_4-trhc.xml
X0306
4
2022-09-13
0
0001651561
Tabula Rasa HealthCare, Inc.
TRHC
0001524362
Indaba Capital Management, L.P.
ONE LETTERMAN DRIVE
BUILDING D, SUITE DM700
SAN FRANCISCO
CA
94129
1
0
1
0
0001596505
IC GP, LLC
ONE LETTERMAN DRIVE,
BUILDING D, SUITE DM700
SAN FRANCISCO
CA
94129
1
0
1
0
0001250078
SCHRIER DEREK C
C/O INDABA CAPITAL MANAGEMENT, L.P.
ONE LETTERMAN DR., BLDING D, SUITE DM700
SAN FRANCISCO
CA
94129
1
0
1
0
0001516452
Indaba Capital Fund, L.P.
MAPLES CORPORATE SERVICES
121 SOUTH CHURCH STREET
GRAND CAYMAN
E9
KY1-1104
CAYMAN ISLANDS
1
0
0
0
Common Stock
2022-09-13
4
A
0
52747
0.00
A
6574325
I
See Footnote
This Form 4 is filed jointly by Indaba Capital Fund, L.P. (the "Fund"), Indaba Capital Management, L.P. (the "Investment Manager"), IC GP, LLC ("IC GP"), and Derek C. Schrier (collectively, the "Reporting Persons"). Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
Pursuant to the Tabula Rasa HealthCare, Inc. Non-Employee Director Compensation Policy (the "Policy"), Mr. Schrier received an Initial Equity Award (as such term is defined in the Policy) of 52,747 shares of restricted common stock of the Issuer in connection with Mr. Schrier's appointment to the Issuer's Board of Directors (the "Board").
The restricted stock awards vest in three equal annual installments on September 13, 2023, September 13, 2024 and September 13, 2025 so long as Mr. Schrier remains a director through each such vesting date.
Because Mr. Schrier serves on the Board as a representative of the Fund and its affiliates, the Fund is entitled to receive the direct economic interest in securities granted to Mr. Schrier by the Issuer in respect of Mr. Schrier's Board position. Mr. Schrier disclaims beneficial ownership of the Issuer's securities to which this report relates and at no time has Mr. Schrier had any economic interest in such securities except any indirect economic interest through the Fund and its affiliates.
Securities held directly by the Fund. Pursuant to an Investment Management Agreement, the Fund and its general partner have delegated all voting and investment power over the securities directly held by the Fund to the Investment Manager. As a result, each of the Investment Manager, IC GP, as the general partner of the Investment Manager, and Derek C. Schrier, as Managing Member of IC GP, may be deemed to exercise voting and investment power over such securities. Each of the Investment Manager, IC GP and Mr. Schrier disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
Derek C. Schrier, the Managing Member of IC GP, LLC, the general partner of the investment manager of Indaba Capital Fund, L.P., is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the Reporting Persons are deemed directors by deputization by virtue of their representation on the Board of Directors of the Issuer.
Indaba Capital Management, L.P.; By: IC GP, LLC; By: /s/ Derek C. Schrier, Managing Member
2022-09-16
IC GP, LLC; By: /s/ Derek C. Schrier, Managing Member
2022-09-16
Indaba Capital Fund, L.P.; By: Indaba Partners, LLC, its general partner; By: /s/ Derek C. Schrier, Senior Managing Member
2022-09-16
By: /s/ Derek C. Schrier
2022-09-16