0001144204-12-038825.txt : 20120710
0001144204-12-038825.hdr.sgml : 20120710
20120710153254
ACCESSION NUMBER: 0001144204-12-038825
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120706
FILED AS OF DATE: 20120710
DATE AS OF CHANGE: 20120710
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PETERSON JEFFREY N
CENTRAL INDEX KEY: 0001524090
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-21615
FILM NUMBER: 12955914
MAIL ADDRESS:
STREET 1: 1031 SHORELINE DRIVE
CITY: SAN MATEO
STATE: CA
ZIP: 94404
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PRESSURE BIOSCIENCES INC
CENTRAL INDEX KEY: 0000830656
STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829]
IRS NUMBER: 042652826
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 14 NORFOLK AVENUE
CITY: SOUTH EASTON
STATE: MA
ZIP: 02375
BUSINESS PHONE: 5082301828
MAIL ADDRESS:
STREET 1: 14 NORFOLK AVENUE
CITY: SOUTH EASTON
STATE: MA
ZIP: 02375
FORMER COMPANY:
FORMER CONFORMED NAME: BOSTON BIOMEDICA INC
DATE OF NAME CHANGE: 19960812
4
1
form451836_20120710033232-.xml
X0306
4
2012-07-06
0
0000830656
PRESSURE BIOSCIENCES INC
PBIO
0001524090
PETERSON JEFFREY N
1031 SHORELINE DRIVE
SAN MATEO
CA
US 94404
1
0
0
0
Series G Convertible Preferred Stock
0.5
2012-07-06
4
P
0
4400
A
2012-07-06
2013-07-06
Common Stock
44000
4400
D
Series G Common Stock Purchase Warrant
0.5
2012-07-06
4
P
0
22000
A
2012-07-06
2015-07-06
Common Stock
22000
22000
D
The terms of the Series G Convertible Preferred Stock contain a limitation on conversion which prevents the Reporting Person from converting shares of Series G Convertible Preferred Stock into Shares of Common Stock if, after giving effect to the conversion, the Reporting Person would beneficially own more than 4.99% of the outstanding shares of Common Stock. The Reporting Person may elect to increase this limitation to 9.99%, 14.99% or 19.99%, upon not less than 61 days prior written notice to the Company. Since the Reporting Person currently beneficially owns less than 4.99% of the outstanding shares of Common Stock, the conversion limitation that applies to the Reporting Person is the 4.99% limitation. The Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest in such securities.
Pursuant to a certain Securities Purchase Agreement, dated July 6, 2012, among the Company, the Reporting Person and the other purchasers named therein, the Reporting Person purchased 4,400 "Units" at a purchase price of $5.00 per Unit. Each Unit consisted of (i) one share of Series G Convertible Preferred Stock, convertible into 10 shares of the Company's Common Stock and (ii) a warrant to purchase 5 shares of Common Stock, which warrant is exercisable until July 6, 2015.
The Series G Common Stock Purchase Warrants contain a limitation on exercise which prevents the Reporting Person from exercising any Warrants if, after giving effect to the exercise, the Reporting Person would beneficially own more than 4.99% of the outstanding shares of Common Stock. The Reporting Person may elect to increase this limitation to 9.99%, 14.99% or 19.99%, upon not less than 61 days prior written
notice to the Company. Since the Reporting Person currently beneficially owns less than 4.99% of the outstanding shares of Common Stock, the conversion limitation that applies to the Reporting Person is the 4.99% limitation. The Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest in such securities.
Richard T Schumacher, Attorney in fact
2012-07-10