0000899243-22-034685.txt : 20221101 0000899243-22-034685.hdr.sgml : 20221101 20221101161520 ACCESSION NUMBER: 0000899243-22-034685 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221028 FILED AS OF DATE: 20221101 DATE AS OF CHANGE: 20221101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Schlorff Eric CENTRAL INDEX KEY: 0001949738 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39927 FILM NUMBER: 221350404 MAIL ADDRESS: STREET 1: C/O SEASTAR MEDICAL, INC. STREET 2: 3513 BRIGHTON BOULEVARD, SUITE 410 CITY: DENVER STATE: CO ZIP: 80216 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SeaStar Medical Holding Corp CENTRAL INDEX KEY: 0001831868 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 853681132 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3513 BRIGHTON BLVD STREET 2: SUITE 410 CITY: DENVER STATE: CO ZIP: 80216 BUSINESS PHONE: 844-427-8100 MAIL ADDRESS: STREET 1: 3513 BRIGHTON BLVD STREET 2: SUITE 410 CITY: DENVER STATE: CO ZIP: 80216 FORMER COMPANY: FORMER CONFORMED NAME: LMF Acquisition Opportunities Inc DATE OF NAME CHANGE: 20201109 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-10-28 0 0001831868 SeaStar Medical Holding Corp ICU 0001949738 Schlorff Eric C/O SEASTAR MEDICAL HOLDING CORPORATION 3513 BRIGHTON BLVD., SUITE 410 DENVER CO 80216 1 1 0 0 Chief Executive Officer Common Stock, par value $0.0001 per share 2022-10-28 4 A 0 198530 0.00 A 198530 D Stock Option (Right to Buy) 10.00 2022-10-28 4 A 0 17986 0.00 A 2029-03-01 Common Stock 17986 17986 D Stock Option (Right to Buy) 0.53 2022-10-28 4 A 0 83985 0.00 A 2030-02-20 Common Stock 83985 83985 D Represents the Issuer's common stock subject to restricted stock units (RSUs). Pursuant to the Agreement and Plan of Merger by and among the Issuer, LMF Merger Sub, Inc., and SeaStar Medical Inc. ("SeaStar Medical"), dated April 21, 2022 (as amended, the "Merger Agreement"), at the Effective Time (as defined in the Merger Agreement), each award of RSUs based on SeaStar Medical common stock that was outstanding immediately prior to the Effective Time was converted into the right to receive RSUs based on the common stock of the Issuer with the same terms and conditions as were applicable to such SeaStar Medical RSU awards immediately prior to the Effective Time, subject to the applicable exchange ratio. Fifty percent (50%) of the shares subject to RSUs reported herein will vest on the first anniversary of the Effective Time, thereafter the remaining will vest on a monthly basis over a 24-month period. Pursuant to the Merger Agreement, at the Effective Time, each outstanding option to purchase shares of SeaStar Medical common stock was assumed and converted into an option to purchase shares of common stock of the Issuer with the same terms and conditions as were applicable to such option immediately prior to the Effective Time, subject to the applicable exchange ratio. The option vests with respect to (i) twenty-five percent (25%) of the shares upon completion of one (1) year of service measured from March 1, 2019 and (ii) the balance of the shares subject to the option in a series of thirty-six (36) successive equal monthly installments upon completion of each additional month of service over the thirty-six (36)-month period measured from March 1, 2020. The option vests with respect to (i) twenty-five percent (25%) of the shares upon completion of one (1) year of service measured from February 20, 2020 and (ii) the balance of the shares subject to the option in a series of thirty-six (36) successive equal monthly installments upon completion of each additional month of service over the thirty-six (36)-month period measured from February 20, 2021. /s/ Eric Schlorff 2022-11-01