| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 05/05/2016 | 3. Issuer Name and Ticker or Trading Symbol Nuo Therapeutics, Inc. [ NONE ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock, par value $0.0001 per share | 3,056,312(1) | D | |
| Common Stock, par value $0.0001 per share | 3,365 | I | See Footnote(2) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Warrants to purchase Common Stock | 11/05/2016 | 05/05/2021 | Common Stock | 2,900,000 | 0.5 | D(3) | |
| Explanation of Responses: |
| 1. Consists of (1) 156,312 shares of Common Stock, par value $0.0001 per share (the "New Shares"), of Nuo Therapeutics, Inc. (the "Issuer") issued pursuant to the Issuer's plan of reorganization (the "Plan of Reorganization") in exchange for equity interests of the Issuer held by the Reporting Person on the record date under the Plan of Reorganization (the "Old Common Stock") at a ratio of one New Share for every 41.8934 shares of Old Common Stock and (2) 2,900,000 New Shares as acquired as part of a private placement and issued pursuant to the Issuer's Plan of Reorganization for a purchase price of $1 per New Share. |
| 2. Shares held in separate trusts for the benefit of children of the Reporting Person (673 shares in each of 5 trusts). The Reporting Person disclaims beneficial ownership over such shares except to the extent of his pecuniary interest therein. |
| 3. Warrants acquired as part of the private placement of New Shares disclosed in the first row of Table I, pursuant to which the Reporting Person acquired New Shares and warrants for a purchase price of $1 per New Share. The Reporting Person did not pay additional consideration for the warrants. |
| Remarks: |
| /s/ Charles E. Sheedy | 08/12/2016 | |
| ** 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 5 (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. | ||
