SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
TESSLER ALLAN R

(Last) (First) (Middle)
C/O BIOCARDIA, INC.
125 SHOREWAY ROAD, SUITE B

(Street)
SAN CARLOS CA 94070

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BioCardia, Inc. [ BCDA;BCDAW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/13/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/13/2019 M(1) 567 A $0(3) 19,592 D
Common Stock 07/26/2019 M(2) 3,594 A $0(3) 23,186 D
Common Stock 64,491 I See footnote(7)
Common Stock 13,009 I See footnote(8)
Common Stock 13,009 I See footnote(9)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $0(4) 01/13/2019 M 567 (5) (5) Common Stock 567 $0 4,161 D
Restricted Stock Units $0(4) 07/26/2019 M 3,594 (6) (6) Common Stock 3,594 $0 567 D
Explanation of Responses:
1. Represents the conversion upon vesting of restricted stock units ("RSUs") into common stock. On January 13, 2017, the reporting person was granted 184,000 RSUs (1,703 after the 1-for-9 reverse stock split effective May 7, 2019 and the 1-for-12 reverse split effective November 2, 2017) that were previously reported on Table II of Form 4, which form was filed with the Securities and Exchange Commission (the "SEC") on January 18, 2017.
2. Represents the conversion upon vesting of RSUs into common stock. On July 26, 2018, the reporting person was granted 32,353 RSUs (3,594 after the 1-for-9 reverse split effective May 7, 2019) that were previously reported on Table II of Form 4, which form was filed with the SEC on September 26, 2018.
3. The converted RSU corresponds to a 1:1 common stock issuance.
4. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
5. On January 13, 2017, the reporting person was granted 184,000 RSUs (1,703 after the 1-for-9 reverse stock split effective May 7, 2019 and the 1-for-12 reverse split effective November 2, 2017), of which 567 vested on January 13, 2019. The common stock into which such vested RSUs converted on January 13, 2019 is reported on Table I of this Form 4. The remaining RSUs will vest on the third one-year anniversary of the grant date, subject to the Reporting Person continuing as a service provider through such date.
6. On July 26, 2018, the reporting person was granted 32,353 RSUs (3,594 after the 1-for-9 reverse split effective May 7, 2019), which vested on July 26, 2019. The common stock into which such vested RSUs converted on July 26, 2019 is reported on Table I of this Form 4.
7. These shares are held by ART/FGT Family Limited Partnership, of which the Reporting Person and his spouse are limited partners.
8. These shares are held by International Financial Group, and the Reporting Person may be deemed to have beneficial ownership of such shares.
9. These shares are held by Tessler Family Limited Partnership, and the Reporting Person may be deemed to have beneficial ownership of such shares.
/s/ David McClung, by power of attorney 08/22/2019
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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