Statement of Changes in Beneficial Ownership (4)
April 06 2020 - 4:37PM
Edgar (US Regulatory)
FORM 4
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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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
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Vardzel Gerald J Jr |
2. Issuer Name and Ticker or Trading Symbol
Predictive Oncology Inc.
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POAI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
91 43RD ST, SUITE 110 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/31/2020 |
(Street)
PITTSBURGH, PA 15201
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. 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
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $.01 par value | 4/4/2019 | | C(3) | | 62843 (2) | A | (3) | 154415 (2)(1) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Stock Options (right to buy) | $1.5753 | 3/31/2020 | | A | | 3174 | | 3/31/2020 | 3/31/2030 | Commmon Stock | 3174 | $0 | 3174 | D | |
Series D Convertible Preferred Stock | (2) | 4/4/2020 | | C (2) | | | 62843 (2) | 4/4/2020 | 4/4/2020 | Common Stock | 62843 | (3) | 0 | D | |
Explanation of Responses: |
(1) | The reporting person acquired 71,821 shares (on a post split basis) of issuer common stock in exchange for an 18% interest in Helomics Holding Corporation ("Helomics") pursuant to Helomics merger into the issuer. Of the 71,821 shares issued to the reporting person in the merger, 17,542 are currently being held in escrow and are subject to forfeiture during the escrow period (until 9/30/2020), to satisfy any claims arising as a result of any breach by Helomics of any of its representations and warranties or covenants in the merger agreement. |
(2) | Share ownership numbers have been adjusted to take into account the 1-for-10 reverse stock split which occurred on October 25, 2019. |
(3) | Series D Convertible Preferred Stock converted automatically to Common Stock on April 4, 2020 for no additional consideration. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Vardzel Gerald J Jr 91 43RD ST SUITE 110 PITTSBURGH, PA 15201 | X |
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Signatures
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/s/ Gerald J. Vardzel Jr. | | 4/6/2020 |
**Signature of Reporting Person | Date |
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