SEC Form 3
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) 09/04/2015 | 3. Issuer Name and Ticker or Trading Symbol CARDICA INC [ CRDC ] | |||||||||||||
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 | 8,874,992 | I | See Footnote(1)(2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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 | ||||
Series A Convertible Preferred Stock | (3) | (4) | Common Stock | 9,875,200 | (4) | I | See Footnote(1)(2) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. This Form 3 is filed jointly by Broadfin Healthcare Master Fund, Ltd. ("Broadfin Master"), Broadfin Healthcare Fund, L.P. ("Broadfin LP"), Broadfin Healthcare Offshore Fund, Ltd ("Broadfin Offshore"), Broadfin Advisors, LLC ("Broadfin Advisors"), Broadfin Capital, LLC ("Broadfin Capital") and Kevin Kotler (collectively, the "Reporting Persons"). The securities are held in the account of Broadfin Master, a private investment fund managed by Broadfin Capital and may be deemed to be beneficially owned by Kevin Kotler, managing member of Broadfin Capital. |
2. The Reporting Persons are members of a reporting group that owns in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. As such, the Reporting Persons may be deemed to beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. The Reporting Persons disclaim beneficial ownership of the shares of Common Stock except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose. |
3. Broadfin Capital shall not have the right to convert any portion of the Series A Convertible Preferred Stock to purchase shares of Common Stock, to the extent that, after giving effect to the conversion, Broadfin Capital (indirectly or directly) would beneficially own in excess of 9.98% of the number of shares of the Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon conversion of the Series A Convertible Preferred Stock held by Broadfin Capital. |
4. None. |
Broadfin Capital, LLC By: /s/ Kevin Kotler, Managing Member | 09/14/2015 | |
Broadfin Healthcare Master Fund, Ltd. By: /s/ Kevin Kotler, Director | 09/14/2015 | |
Broadfin Healthcare Fund, L.P. By: /s/ Kevin Kotler, Managing Member | 09/14/2015 | |
Broadfin Healthcare Offshore Fund, Ltd. By: /s/ Kevin Kotler, Director | 09/14/2015 | |
Broadfin Advisors, LLC By: /s/ Kevin Kotler, General Partner | 09/14/2015 | |
/s/ Kevin Kotler | 09/14/2015 | |
** 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. |