0001213900-23-041609.txt : 20230519 0001213900-23-041609.hdr.sgml : 20230519 20230519173815 ACCESSION NUMBER: 0001213900-23-041609 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230126 FILED AS OF DATE: 20230519 DATE AS OF CHANGE: 20230519 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sherman Darren CENTRAL INDEX KEY: 0001723524 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-39421 FILM NUMBER: 23941707 MAIL ADDRESS: STREET 1: C/O MOTUS GI HOLDINGS, INC. STREET 2: 1301 EAST BROWARD BLVD, 3RD FLOOR CITY: FT. LAUDERDALE STATE: FL ZIP: 33301 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Orchestra BioMed Holdings, Inc. CENTRAL INDEX KEY: 0001814114 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 150 UNION SQUARE DRIVE CITY: NEW HOPE STATE: PA ZIP: 18938 BUSINESS PHONE: 646-343-9298 MAIL ADDRESS: STREET 1: 150 UNION SQUARE DRIVE CITY: NEW HOPE STATE: PA ZIP: 18938 FORMER COMPANY: FORMER CONFORMED NAME: Health Sciences Acquisitions Corp 2 DATE OF NAME CHANGE: 20200603 4/A 1 ownership.xml X0407 4/A 2023-01-26 2023-01-30 0 0001814114 Orchestra BioMed Holdings, Inc. OBIO 0001723524 Sherman Darren C/O ORCHESTRA BIOMED HOLDINGS, INC. 150 UNION SQUARE DRIVE NEW HOPE PA 18938 1 1 0 0 See Remarks 0 Nonstatutory Stock Option (Right to Buy) 10 2023-01-26 4 A 0 508397 A 2032-08-17 Common Stock 508397 508397 D Nonstatutory Stock Option (Right to Buy) 10 2023-01-26 4 A 0 116250 A 2033-01-19 Common Stock 116250 116250 D On January 30, 2023, the Reporting Person filed a Form 4 which inadvertently (i) misstated the expiration dates of two classes of nonstatutory stock options ("NSOs") and (ii) misstated the vesting schedules for such NSOs. In accordance with Instruction 9(b) to Form 4, this amendment is filed solely to (i) correct the incorrect expiration dates in Table II, Column 6 to August 17, 2032 and January 19, 2033, respectively, and (ii) correct the incorrect vesting schedules set forth in the footnotes corresponding to such NSOs, which are reproduced in this amendment with the correct vesting schedules; as provided in that instruction, the remainder of the information in the original filing is not restated in this amendment, and no other amendment is made to the original filing. The NSOs vest over a three-year period as follows: (i) 33% of the underlying shares vested on the grant date and (ii) 67% of the underlying shares have vested and will vest in equal installments on a quarterly basis on the last day of each quarter, starting with September 30, 2022, subject to the Reporting Person's continuous service through such dates. The grant date is August 18, 2022. Received in the Business Combination in exchange for a nonstatutory stock option to acquire 1,093,327 shares of Legacy Orchestra Common Stock for $4.65 per share. The NSOs vest over a three-year period as follows: (i) 44.4% of the underlying shares vested on the grant date and (ii) 55.6% of the underlying shares will vest in equal installments on a quarterly basis on the last day of each quarter, starting with March 31, 2023, subject to the Reporting Person's continuous service through such dates. The grant date is January 20, 2023. Received in the Business Combination in exchange for a nonstatutory stock option to acquire 250,000 shares of Legacy Orchestra Common Stock for $4.65 per share. President and Chief Operating Officer /s/ Matthew R. Schob, Attorney-in-Fact 2023-05-19