SEC FORM
4
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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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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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*
601 LEXINGTON AVENUE |
54TH FLOOR |
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Xtant Medical Holdings, Inc.
[ XTNT ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X |
Director |
X |
10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year) 08/15/2022
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
X |
Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock, $0.000001 par value |
08/15/2022 |
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J
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215,415
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A |
$0
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215,415
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I |
See Footnotes
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Common Stock, $0.000001 par value |
08/15/2022 |
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J
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215,415
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A |
$0
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215,415
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I |
See Footnotes
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
601 LEXINGTON AVENUE |
54TH FLOOR |
(Street)
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1. Name and Address of Reporting Person*
601 LEXINGTON AVE., 54TH FLOOR |
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(Street)
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Explanation of Responses: |
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/s/ Sven H. Borho, Member of OrbiMed Advisors LLC |
08/17/2022 |
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/s/ Sven H. Borho, Member of OrbiMed ROF II LLC |
08/17/2022 |
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/s/ Carl L. Gordon, Member of OrbiMed Advisors LLC |
08/17/2022 |
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/s/ Carl L. Gordon, Member of OrbiMed ROF II LLC |
08/17/2022 |
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/s/ W. Carter Neild, Member of OrbiMed Advisors LLC |
08/17/2022 |
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/s/ W. Carter Neild, Member of OrbiMed ROF II LLC |
08/17/2022 |
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** 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. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
EXHIBIT 99.1
Upon vesting of the restricted stock unit award,
ownership of the shares underlying the restricted
stock unit award will be transferred to ROS Acquisition
Offshore LP (ROS Acquisition) and OrbiMed Royalty
Opportunities II, LP (ORO II). OrbiMed Advisors LLC
(OrbiMed Advisors), a registered investment advisor
under the Investment Advisors Act of 1940, as amended,
is the investment manager of ROS Acquisition. OrbiMed
Advisors is the managing member of OrbiMed ROF II LLC
(ROF II). ROF II is the general partner of ORO II.
OrbiMed Advisors may be deemed to have voting and
investment power with respect to the securities held
by ROS Acquisition. Each of OrbiMed Advisors and ROF II
may be deemed to have voting and investment power
with respect to the securities held by ORO II. OrbiMed
Advisors exercises its voting and investment power
through a management committee comprised of Carl L.
Gordon, Sven H. Borho, and W. Carter Neild, each of
disclaims beneficial ownership of the securities held
by ROS Acquisition and ORO II.