0001104659-23-074416.txt : 20230623 0001104659-23-074416.hdr.sgml : 20230623 20230623210016 ACCESSION NUMBER: 0001104659-23-074416 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230622 FILED AS OF DATE: 20230623 DATE AS OF CHANGE: 20230623 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: de Boer Klaas CENTRAL INDEX KEY: 0001845960 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56181 FILM NUMBER: 231039263 MAIL ADDRESS: STREET 1: C/O SMARTKEM, INC. STREET 2: HEXAGON TOWER, DELAUNAYS ROAD, BLACKLEY CITY: MANCHESTER STATE: X0 ZIP: M9 8GQ ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SmartKem, Inc. CENTRAL INDEX KEY: 0001817760 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 851083654 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: MANCHESTER TECHNOLOGY CENTER STREET 2: HEXAGON TOWER, DELAUNAYS ROAD, BLACKLEY CITY: MANCHESTER STATE: X0 ZIP: M9 8GQ BUSINESS PHONE: 011-44-161-721-1514 MAIL ADDRESS: STREET 1: MANCHESTER TECHNOLOGY CENTER STREET 2: HEXAGON TOWER, DELAUNAYS ROAD, BLACKLEY CITY: MANCHESTER STATE: X0 ZIP: M9 8GQ FORMER COMPANY: FORMER CONFORMED NAME: Parasol Investments Corp DATE OF NAME CHANGE: 20200710 4 1 tm2319550-1_4.xml FORM 4 X0407 4 2023-06-22 0 0001817760 SmartKem, Inc. SMTK 0001845960 de Boer Klaas HEXAGON TOWER DELAUNAYS ROAD, BLACKLEY MANCHESTER X0 M9 8GQ UNITED KINGDOM 1 0 0 0 0 Series A-2 Convertible Preferred Stock 0.25 2023-06-22 4 P 0 50 1000 A Common Stock 200000 50 I By Spouse Common Stock Warrants (right to buy) 0.25 2023-06-22 4 P 0 200000 A Common Stock 200000 200000 I By Spouse The Issuer issued its Series A-2 Convertible Preferred Stock (the "Preferred Stock"), at a stated value equal to $1,000 per share. Pursuant to the terms of the Preferred Stock, each share of Preferred Stock is convertible into shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock"), at the election of the holder, at any time following the original issue date at a price of $0.25 per share, subject to price-based anti-dilution adjustments which, if triggered, would result in additional shares of Common Stock being issued upon conversion of the Preferred Stock. The Preferred Stock does not have an expiration date. The purchase was made in a private transaction with the Issuer that closed on June 22, 2023. The warrants were included together with the purchase of the Preferred Stock. Each warrant entitles the holder thereof to purchase one share of Common Stock at an exercise price of $0.25 per share, subject to adjustment. The warrants are currently exercisable and will expire on June 22, 2028. /s/ Klaas de Boer 2023-06-23