0000919574-24-002558.txt : 20240415
0000919574-24-002558.hdr.sgml : 20240415
20240415192150
ACCESSION NUMBER: 0000919574-24-002558
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240411
FILED AS OF DATE: 20240415
DATE AS OF CHANGE: 20240415
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BROADWOOD PARTNERS, L.P.
CENTRAL INDEX KEY: 0001278386
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37648
FILM NUMBER: 24845829
BUSINESS ADDRESS:
STREET 1: BROADWOOD CAPITAL INC.
STREET 2: 142 WEST 57TH STREET, 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-508-5735
MAIL ADDRESS:
STREET 1: BROADWOOD CAPITAL INC.
STREET 2: 142 WEST 57TH STREET, 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
FORMER NAME:
FORMER CONFORMED NAME: BROADWOOD PARTNERS LP
DATE OF NAME CHANGE: 20040202
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BROADWOOD CAPITAL INC
CENTRAL INDEX KEY: 0001278387
ORGANIZATION NAME:
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37648
FILM NUMBER: 24845828
BUSINESS ADDRESS:
STREET 1: 142 WEST 57TH STREET
STREET 2: 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 212-508-5735
MAIL ADDRESS:
STREET 1: 142 WEST 57TH STREET
STREET 2: 11TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BRADSHER NEAL C
CENTRAL INDEX KEY: 0001278388
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37648
FILM NUMBER: 24845827
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Oncocyte Corp
CENTRAL INDEX KEY: 0001642380
STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 271041563
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 15 CUSHING
CITY: IRVINE
STATE: CA
ZIP: 92618
BUSINESS PHONE: 949-409-7600
MAIL ADDRESS:
STREET 1: 15 CUSHING
CITY: IRVINE
STATE: CA
ZIP: 92618
FORMER COMPANY:
FORMER CONFORMED NAME: OncoCyte Corp
DATE OF NAME CHANGE: 20200213
FORMER COMPANY:
FORMER CONFORMED NAME: Oncocyte Corp
DATE OF NAME CHANGE: 20200205
FORMER COMPANY:
FORMER CONFORMED NAME: OncoCyte Corp
DATE OF NAME CHANGE: 20150513
4
1
ownership.xml
X0508
4
2024-04-11
0
0001642380
Oncocyte Corp
OCX
0001278386
BROADWOOD PARTNERS, L.P.
C/O BROADWOOD CAPITAL INC.
142 WEST 57TH STREET, 11TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001278387
BROADWOOD CAPITAL INC
142 WEST 57TH STREET, 11TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001278388
BRADSHER NEAL C
C/O BROADWOOD CAPITAL INC.
142 WEST 57TH STREET, 11TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0
Common Stock, no par value
2024-04-11
4
P
0
2420000
2.9164
A
4929066
D
Common Stock, no par value
2024-04-11
4
P
0
0
0
A
4929066
I
Footnote
Common Stock, no par value
157
D
Series A Convertible Preferred Stock
30.60
2024-04-15
4
J
0
2941.1765
D
Common Stock
107488
0
D
Series A Convertible Preferred Stock
30.60
2024-04-15
4
J
0
0
D
Common Stock
107488
0
I
Footnote
Warrant to Purchase Common Stock
30.60
2027-04-19
Common Stock
150093
150093
D
Warrant to Purchase Common Stock
30.60
2027-04-19
Common Stock
150093
150093
I
Footnote
The reported securities are directly owned by Broadwood Partners, L.P. ("Broadwood Partners") and may be deemed to be beneficially owned by each of: (i) Broadwood Capital, Inc. ("Broadwood Capital"), as General Partner of Broadwood Partners; and (ii) Neal C. Bradsher, as President of Broadwood Capital. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
These securities are directly owned by Neal C. Bradsher
On April 11, 2024, Broadwood Partners entered into a Securities Purchase Agreement with Oncocyte Corporation (the "Issuer") pursuant to which Broadwood Partners agreed to acquire 2,420,000 shares of the Issuer's Common Stock, no par value (the "Common Shares"), from the Issuer in a private placement for a total purchase price of $7,057,688, or $2.9164 per Common Share.
On April 15, 2024, the Issuer mandatorily redeemed all of the 2,941.1765 shares of Series A Convertible Preferred Stock of the Issuer (the "Series A Shares") previously owned by Broadwood Partners in accordance with the terms of the Securities Purchase Agreement with the Issuer to which Broadwood Partners acquired the Series A Shares (the "Series A Purchase Agreement"). Pursuant to the Series A Purchase Agreement, Broadwood Partners received $3,289,144.18, or $1,118.30902 per Series A Share, in redemption proceeds attributable to the Issuer's mandatory redemption. The Series A Shares were convertible at the time of the Issuer's mandatory redemption
These warrants are currently exercisable.
The number of securities reported as being beneficially owned by the Reporting Persons reflects the Issuer's 1-for-20 reverse stock split of the Common Shares that became effective at 5pm Pacific time on July 24, 2023.
Broadwood Partners, L.P., By Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President
2024-04-15
Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President
2024-04-15
/s/ Neal C. Bradsher
2024-04-15