0001560637-12-000002.txt : 20121121 0001560637-12-000002.hdr.sgml : 20121121 20121121141834 ACCESSION NUMBER: 0001560637-12-000002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120410 FILED AS OF DATE: 20121121 DATE AS OF CHANGE: 20121121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Struve Clayton A CENTRAL INDEX KEY: 0001560637 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21615 FILM NUMBER: 121220835 MAIL ADDRESS: STREET 1: 175 W JACKSON BLVD STREET 2: SUITE 440 CITY: CHICAGO STATE: IL ZIP: 60604 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: CSS LLC/IL CENTRAL INDEX KEY: 0001103646 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21615 FILM NUMBER: 121220834 BUSINESS ADDRESS: STREET 1: 175 WEST JACKSON BLVD STREET 2: SUITE 440 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: 3125428515 MAIL ADDRESS: STREET 1: 175 WEST JACKSON BLVD STREET 2: SUITE 440 CITY: CHICAGO STATE: IL ZIP: 60604 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2012-04-10 0 0000830656 PRESSURE BIOSCIENCES INC PBIO 0001560637 Struve Clayton A 175 W JACKSON BLVD SUITE 440 CHICAGO IL 60604 0 0 1 0 0001103646 CSS LLC/IL 175 WEST JACKSON BLVD SUITE 440 CHICAGO IL 60604 0 0 0 1 (a) Common Stock 2012-04-10 4 P 0 2000 0.55 A 102585 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-04-11 4 P 0 4000 0.55 A 106585 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-04-13 4 P 0 2000 0.6 A 108585 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-04-16 4 P 0 4000 0.53 A 112585 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-04-19 4 P 0 9200 0.4565 A 121785 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-04-20 4 P 0 2000 0.52 A 123785 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-04-25 4 P 0 8000 0.41 A 131785 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-04-24 4 P 0 2000 0.47 A 133785 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-05-10 4 P 0 4000 0.42 A 137785 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-05-11 4 P 0 2000 0.42 A 139785 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-05-14 4 P 0 2000 0.4 A 141785 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-06-06 4 P 0 150 0.21 A 141935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-06-18 4 P 0 5000 0.25 A 146935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-07-23 4 P 0 2000 0.28 A 148935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-08-28 4 P 0 2000 0.28 A 150935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-09-04 4 P 0 2000 0.29 A 152935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-09-10 4 P 0 10000 0.28 A 162935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-09-18 4 P 0 2000 0.25 A 164935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-09-28 4 J 0 27816 0 A 1051665 D Common Stock 2012-10-04 4 P 0 10000 0.29 A 174935 I Reporting Person is a member manager of CCS, LLC Common Stock 2012-10-08 4 P 0 2000 0.29 A 176935 I Reporting Person is a member manager of CCS, LLC Series C Common Stock Purchase Warrant 0.74 2012-07-06 4 J 0 311925 D 2017-08-07 Common Stock 311925 0 D Series C Common Stock Purchase Warrant 0.6 2012-07-06 4 J 0 311925 A 2017-08-07 Common Stock 311925 311925 D Promissory Note - Aug 2011 Common Stock Warrant 0.85 2012-07-06 4 J 0 211765 D 2014-08-03 Common Stock 211765 0 D Promissory Note - Aug 2011 Common Stock Warrant 0.6 2012-07-06 4 J 0 211765 A 2014-08-03 Common Stock 211765 211765 D Promissory Note - Aug 2011 Common Stock Warrant 0.76 2012-07-06 4 J 0 26316 D 2014-08-03 Common Stock 26316 0 D The reported transactions involved an amendment of an outsta 0.6 2012-07-06 4 J 0 26316 A 2014-08-03 Common Stock 26316 23316 D February 2012 Common Stock Purchase Warrant 0.74 2012-07-06 4 J 0 200001 D 2012-08-07 Common Stock 200001 0 D February 2012 Common Stock Warrant 0.6 2012-07-06 4 J 0 200001 A 2017-08-07 Common Stock 200001 200001 D Reporting Person, Clayton Struve, is an Indirect Owner as Member Manager of CSS, LLC of shares purchased by CSS, LLC. CSS,LLC disclaims any beneficial ownership (direct or indirect) of shares held directly by Reporting Person, Clayton Struve. Dividend shares as a result of investment in Series C Preferred shares. Dividend accrual of $22,322 at a rate of .8025 or 27,816 shares The reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant at an exercise price of $0.74 and the grant of a replacement warrant at an exercise price of $0.60. The Series C 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 more than 9.99% but less than 14.99% of the outstanding shares of Common Stock, the conversion limitation that applies to the Reporting Person is the 14.99% limitation. The Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest in such securities The reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant at an exercise price of $0.85 and the grant of a replacement warrant at an exercise price of $0.60. The Promissory Note-Aug 2011 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 more than 9.99% but less than 14.99% of the outstanding shares of Common Stock, the conversion limitation that applies to the Reporting Person is the 14.99% limitation. The Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest in such securities The reported transactions involved an amendment of an outstanding warrant, resulting in the deemed cancellation of the old warrant at an exercise price of $0.76 and the grant of a replacement warrant at an exercise price of $0.60 The February 2012 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 more than 9.99% but less than 14.99% of the outstanding shares of Common Stock, the conversion limitation that applies to the Reporting Person is the 14.99% limitation. The Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest in such securities (a) Reporting Person Clayton A. Struve is a member of manager of CSS, LLC and has indirect beneficial ownership of shares of stock held in the name of CSS, LLC. CSS, LLC disclaims any beneficial ownership (direct or indirect) of shares held directly by Reporting Person, Clayton Struve. Clayton A. Struve 2012-11-20 Mitchell R. Bialek 2012-11-20