0001213900-23-037027.txt : 20230505
0001213900-23-037027.hdr.sgml : 20230505
20230505201846
ACCESSION NUMBER: 0001213900-23-037027
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230412
FILED AS OF DATE: 20230505
DATE AS OF CHANGE: 20230505
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Yanchik Connealy Pamela
CENTRAL INDEX KEY: 0001796310
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39421
FILM NUMBER: 23895618
MAIL ADDRESS:
STREET 1: 320 W 37TH STREET, 3RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10016
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
1
ownership.xml
OWNERSHIP DOCUMENT
X0407
4
2023-04-12
0
0001814114
Orchestra BioMed Holdings, Inc.
OBIO
0001796310
Yanchik Connealy Pamela
C/O ORCHESTRA BIOMED HOLDINGS, INC.
150 UNION SQUARE DRIVE
NEW HOPE
PA
18938
1
0
0
0
0
Common Stock, par value $0.0001 per share ("Common Stock")
2023-04-12
4
M
0
758
A
4246
D
Right to Receive Earnout Shares
2023-04-12
4
M
0
758
D
Common Stock
758
758
D
Pursuant to the Agreement and Plan of Merger, dated as of July 4, 2022 (and as subsequently amended) by and among the Issuer and certain other parties named therein (the "Merger Agreement"), the Reporting Person has the contingent right to receive, for no additional consideration, the Reporting Person's Pro Rata Portion (as such term is defined in the Merger Agreement ) of 8,000,000 shares of common stock of the Issuer (the "Earnout Shares") if, at any time from January 26, 2023 until January 26, 2028, the volume-weighted average price of the common stock of the Issuer is greater than or equal to (i) with respect to 4,000,000 Earnout Shares, $15.00 per share over any 20 trading days within any 30-trading day period (the "Initial Milestone Event") and (ii) with respect to 4,000,000 Earnout Shares, $20.00 per share over any 20 trading days within any 30-trading day period.
The Initial Milestone Event occurred on April 12, 2023 and 758 shares of Common Stock were issued to the Reporting Person on April 19, 2023 in accordance with the Merger Agreement.
/s/ Matthew R. Schob, Attorney-in-Fact
2023-05-05