0001209191-23-045693.txt : 20230814
0001209191-23-045693.hdr.sgml : 20230814
20230814175826
ACCESSION NUMBER: 0001209191-23-045693
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20230810
FILED AS OF DATE: 20230814
DATE AS OF CHANGE: 20230814
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MATLIN DAVID J
CENTRAL INDEX KEY: 0001251956
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39813
FILM NUMBER: 231172423
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TriSalus Life Sciences, Inc.
CENTRAL INDEX KEY: 0001826667
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071]
IRS NUMBER: 853009869
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6272 WEST 91ST AVENUE
CITY: WESTMINSTER
STATE: CO
ZIP: 80031
BUSINESS PHONE: 415 336 8917
MAIL ADDRESS:
STREET 1: 6272 WEST 91ST AVENUE
CITY: WESTMINSTER
STATE: CO
ZIP: 80031
FORMER COMPANY:
FORMER CONFORMED NAME: MedTech Acquisition Corp
DATE OF NAME CHANGE: 20200930
4
1
doc4.xml
FORM 4 SUBMISSION
X0508
4
2023-08-10
0
0001826667
TriSalus Life Sciences, Inc.
TLSI
0001251956
MATLIN DAVID J
6272 W. 91ST AVENUE
WESTMINSTER
CO
80031
1
0
0
0
0
Common Stock
2023-08-10
4
J
0
931904
A
931904
D
Redeemable Warrants
11.50
2023-08-10
4
J
0
1240518
0.00
A
2023-09-09
Common Stock
1240518
1240518
D
Stock Option (right to buy)
11.34
2023-08-10
4
A
0
35000
0.00
A
2023-08-08
Common Stock
35000
35000
D
Series A Preferred Stock
10.00
2023-08-10
4
A
0
100000
10.00
A
Common Stock
100000
100000
D
Represents shares of Common Stock received as a pro rata distribution for no consideration from MedTech Acquisition Sponsor LLC ("Sponsor") in accordance with the terms of the Sponsor's limited liability company agreement. In prior reports, the Reporting Person reported beneficial ownership of 6,250,000 shares of Issuer's Common Stock held by the Sponsor, of which the Reporting Person is a managing member.
Represents warrants received as a pro rata distribution for no consideration from the Sponsor in accordance with the terms of the Sponsor's limited liability company agreement.
The redeemable warrants expire on August 10, 2028, or earlier upon redemption or liquidation.
The shares subject to this stock option vest in three equal annual installments from the vesting commencement date of August 10, 2023, subject to the Reporting Person's continued service with the Issuer on each respective vesting date.
The Series A Convertible Preferred Stock ("Preferred Stock") is convertible, in whole or in part, into 100,000 shares of Common Stock of the Issuer (based on an initial conversion price of $10.00 per share, which is subject to adjustment upon the occurrence of certain events, the "Conversion Price") at any time, at the Reporting Person's election. The number of shares of the Issuer's Common Stock received per share of Preferred Stock upon conversion equals the sum of (A) $10.00 (as adjusted upon the occurrence of certain events) and (B) any accrued, unpaid annual dividends, divided by the Conversion Price, with cash in-lieu of fractional shares. All then outstanding shares of Preferred Stock are
automatically converted into shares of the Issuer's Common Stock on August 10, 2027.
/s/ Sean Murphy, Attorney-in-Fact for David J. Matlin
2023-08-14
EX-24
2
poa.txt
POA DOCUMENT
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes and appoints
each of Mary Szela and Sean Murphy of TriSalus Life Sciences, Inc. (the
"Company") and Alla Kagan of Cooley LLP, signing individually, as the
undersigned's true and lawful attorneys-in fact and agents to:
(1) execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer, director and/or greater than 10% stockholder of the Company,
Forms 3, 4 and 5 (including any amendments thereto) in accordance with Section
16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Forms 3, 4 or 5
(including any amendments thereto) and timely file such forms with the U.S.
Securities and Exchange Commission and any stock exchange or similar authority;
and
(3) take any other action of any nature whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934, as amended.
This Power of Attorney shall remain in full force and effect until the earliest
to occur of (a) the undersigned is no longer required to file Forms 3, 4 and 5
with respect to the undersigned's holdings of and transactions in securities
issued by the Company, (b) revocation by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact or (c) as to any attorney-in-fact
individually, until such attorney-in-fact is no longer employed by the Company
or employed by or a partner at Cooley LLP, as applicable.
The undersigned has caused this Power of Attorney to be executed as of July 24,
2023.
David J. Matlin
/s/ David J. Matlin
(Signature)