0001354488-13-006904.txt : 20131216 0001354488-13-006904.hdr.sgml : 20131216 20131216211723 ACCESSION NUMBER: 0001354488-13-006904 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131212 FILED AS OF DATE: 20131216 DATE AS OF CHANGE: 20131216 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PRESSURE BIOSCIENCES INC CENTRAL INDEX KEY: 0000830656 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Urdea michael S CENTRAL INDEX KEY: 0001569434 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21615 FILM NUMBER: 131280331 MAIL ADDRESS: STREET 1: 100 BUNCE MEADOWS DRIVE CITY: ALAMO STATE: CA ZIP: 94507 4 1 issuerdirect_section16.xml PRIMARY DOCUMENT X0306 4 2013-12-12 0 0000830656 PRESSURE BIOSCIENCES INC PBIO 0001569434 Urdea michael S 100 BUNCE MEADOWS DRIVE ALAMO CA 94507 1 Series K Convertible Preferred Stock 0.25 2013-12-12 4 P 0 130 A 2013-12-12 2014-12-12 Common Stock 130000 130000 D Series K Common Stock Purchase Warrant 0.3125 2013-12-12 4 P 0 65000 A 2013-12-12 2016-12-12 Common Stock 65000 65000 D The terms of the Series K Convertible Preferred Stock contain a limitation on conversion which prevents the Reporting Person from converting shares of Series K Convertible Preferred 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 December 12, 2013, among the Company, the Reporting Person, and the other purchasers named therein, the Reporting Person purchased 130 "Units" at a purchase price of $250 per Unit. Each Unit consisted of (i) one share of Series K Convertible Preferred Stock, convertible into 1,000 shares of the Company's Common Stock, and (ii) a warrant to purchase 500 shares of Common Stock, which warrant is exercisable until December 12, 2016. The Series K 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 exercise 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. /s/ Michael S. Urdea 2013-12-16