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