0001209191-16-146045.txt : 20161017
0001209191-16-146045.hdr.sgml : 20161017
20161017162649
ACCESSION NUMBER: 0001209191-16-146045
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: Hebert Peter
CENTRAL INDEX KEY: 0001683771
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37900
FILM NUMBER: 161939058
MAIL ADDRESS:
STREET 1: C/O LUX VENTURES
STREET 2: 295 MADISON AVE, 24TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-10-13
0
0001438423
EVERSPIN TECHNOLOGIES INC
MRAM
0001683771
Hebert Peter
C/O LUX CAPITAL MANAGEMENT
295 MADISON AVENUE, 24TH FLOOR
NEW YORK
NY
10017
1
0
0
0
Common Stock
2016-10-13
4
C
0
219916
A
537859
I
See Footnote
Common Stock
2016-10-13
4
C
0
118606
A
656465
I
See Footnote
Common Stock
2016-10-13
4
C
0
131719
6.40
A
788184
I
See Footnote
Common Stock
2016-10-13
4
C
0
89946
6.40
A
878130
I
See Footnote
Common Stock
2016-10-13
4
P
0
137420
8.00
A
1015550
I
See Footnote
Series A Preferred Stock
2016-10-13
4
C
0
219916
0.00
D
Common Stock
219916
0
I
See Footnote
Series B Preferred Stock
2016-10-13
4
C
0
118606
0.00
D
Common Stock
118606
0
I
See Footnote
5% Convertible Subordinated Promissory Note
6.40
2016-10-13
4
C
0
814399.00
0.00
D
Common Stock
131719
0
I
See Footnote
5% Convertible Subordinated Promissory Note
6.40
2016-10-13
4
C
0
570037.52
0.00
D
Common Stock
89946
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: 516,212 by Lux Ventures II, L.P. ("LVII") and 21,647 by Lux Ventures II Sidecar, L.P. ("Sidecar").
Lux Venture Partners II, L.P. ("LVPII") is the general partner of LVII and Sidecar. Lux Venture Associates II, LLC ("LVAII") is the general partner of LVPII and Lux Capital Management, LLC ("LCM LLC") is the sole member of LVAII.
Mr. Hebert is an individual manager of LCM LLC.
LCM LLC, as sole member of LVAII, may be deemed to share voting and investment powers for the shares held by LVII and Sidecar. Mr. Hebert 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 proportionate pecuniary interest therein.
The shares are held as follows: 630,045 by LV II and 26,420 by Sidecar.
The shares are held as follows: 756,463 by LV II and 31,721 by Sidecar.
The shares are held as follows: 842,789 by LV II and 35,341 by Sidecar.
The shares are held as follows: 974,678 by LV II and 40,872 by Sidecar.
The shares were held as follows: 211,065 by LV II and 8,851 by Sidecar.
The shares were held as follows: 113,833 by LV II and 4,773 by Sidecar.
The notes were issued in the original principal amount of $781,563.56 to LVII and $32,775.44 to Sidecar. 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 $27,515.32 for LVII and $1,153.88 for Sidecar through October 12, 2016.
The notes were issued in the original principal amount of $547,094.52 to LVII and $22,943.00 to Sidecar. 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 $5,396.00 for LVII and $226.29 for Sidecar through October 12, 2016.
/s/ Matt Hemington, attorney-in-fact
2016-10-17