0001753926-24-000964.txt : 20240514 0001753926-24-000964.hdr.sgml : 20240514 20240514184831 ACCESSION NUMBER: 0001753926-24-000964 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240510 FILED AS OF DATE: 20240514 DATE AS OF CHANGE: 20240514 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Makes Brigid CENTRAL INDEX KEY: 0001375927 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36747 FILM NUMBER: 24946408 MAIL ADDRESS: STREET 1: 20245 SW 95TH AVENUE CITY: TUALATIN STATE: OR ZIP: 97062 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Vivani Medical, Inc. CENTRAL INDEX KEY: 0001266806 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1350 S. LOOP ROAD CITY: ALAMEDA STATE: CA ZIP: 94502 BUSINESS PHONE: 818-833-5000 MAIL ADDRESS: STREET 1: 1350 S. LOOP ROAD CITY: ALAMEDA STATE: CA ZIP: 94502 FORMER COMPANY: FORMER CONFORMED NAME: SECOND SIGHT MEDICAL PRODUCTS INC DATE OF NAME CHANGE: 20031010 4 1 ownership.xml X0508 4 2024-05-10 0 0001266806 Vivani Medical, Inc. VANI 0001375927 Makes Brigid C/O VIVANI MEDICAL, INC. 1350 S. LOOP ROAD ALAMEDA CA 94502 0 1 0 0 Chief Financial Officer 0 Common Stock Option 1.81 2024-05-10 4 A 0 75000 0 A 2034-05-09 Common Stock 75000 75000 D Restricted Stock Units 2024-05-10 4 A 0 37500 0 A Common Stock 37500 37500 D The stock options have a 10-year term and vest 25% at one-year and monthly thereafter for 36 months, subject to the Reporting Person's continued service through each applicable vesting date. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Vivani common stock. The performance based RSUs shall vest in three stages: one-third when the stock price is at or above $3.15 for three consecutive trading days, another one-third one year after this date when the market condition is first achieved, and the final one-third one year after this second vesting date when the market condition is achieved, subject to the Reporting Person's continued service through each applicable vesting date. If the RSUs fail to be at or above $3.15 for three consecutive trading dates within a four year term from the date of the grant, the RSUs shall expire. Exhibit 24 - Power of Attorney. /s/ Judy Wong, Attorney-in-fact 2024-05-14 EX-24 2 g084241_ex24.htm EXHIBIT 24

 Exhibit 24

 

LIMITED POWER OF ATTORNEY

The undersigned hereby constitutes and appoints each of Adam Mendelsohn, Judy Wong and Brigid Makes, signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

(1)              execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer, director, and/or securityholder of Vivani Medical, Inc., a Delaware corporation (the “Company”), from time to time the following U.S. Securities and Exchange Commission (“SEC”) forms: (i) Form ID, including any attached documents (such as Update Passphrase Authentication), to effect the assignment of codes to the undersigned to be used in the transmission of information to the SEC using the EDGAR System; (ii) Form 3, Initial Statement of Beneficial Ownership of Securities, including any attached documents; (iii) Form 4, Statement of Changes in Beneficial Ownership of Securities, including any attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership of Securities in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents; (v) Schedules 13D and 13G; and (vi) amendments of each thereof, in accordance with the Securities Exchange Act of 1934, as amended, and the rules thereunder, including any attached documents;

 

(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 Form 3, 4 or 5, Schedule 13D or 13G, or any amendment(s) thereto and timely file such form(s) with the SEC and any securities exchange, national association or similar authority; and

(3)              take any other action of any type 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, acting singly, 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 or Regulation 13D-G of the Securities Exchange Act of 1934, as amended. The undersigned hereby agrees to indemnify the attorneys-in-fact and the Company from and against any demand, damage, loss, cost or expense arising from any false or misleading information provided by the undersigned to the attorneys-in-fact.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file such forms with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney supersedes any prior power of attorney in connection with the undersigned’s capacity as an officer and/or director of the Company. This Power of Attorney shall expire as to any individual attorney-in-fact if such attorney-in-fact ceases to be an employee of the Company.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of 12/6/2023.

 

 

/s/ Brigid A Makes               

Signature

 

Brigid A Makes                     

 

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