T2 Biosystems (TTOO) Form 4/A Change in insider ownership (amended)

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^*

CR Group L.P.

(Last) (First) (Middle)

1000 MAIN STREET, SUITE 2500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
T2 Biosystems, Inc. [ TTOO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/03/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)
07/06/2023

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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

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
Series B Convertible Preferred Stock(1)	$0.0706	07/03/2023		A		33,595		(2)	(2)	Common Stock	33,595,000(2)	(3)	33,595	I	By CRG Partners III (Cayman) Lev AIV I L.P.
Series B Convertible Preferred Stock(1)	$0.0706	07/03/2023		A		59,703		(2)	(2)	Common Stock	59,703,000(2)	(3)	59,703	I	By CRG Partners III Parallel Fund (B) (Cayman) L.P.

1. Name and Address of Reporting Person^*

CR Group L.P.

(Last) (First) (Middle)

1000 MAIN STREET, SUITE 2500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CRG Partners III L.P.

(Last) (First) (Middle)

1000 MAIN STREET, SUITE 2500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CRG Partners III - Parallel Fund (A) L.P.

(Last) (First) (Middle)

1000 MAIN STREET, SUITE 2500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CRG Partners III (Cayman) Unlev AIV I L.P.

(Last) (First) (Middle)

1000 MAIN STREET, SUITE 2500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CRG Partners III (Cayman) Lev AIV I L.P.

(Last) (First) (Middle)

1000 MAIN STREET, SUITE 2500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

CRG Partners III - Parallel Fund B (Cayman) L.P.

(Last) (First) (Middle)

1000 MAIN STREET, SUITE 2500

(Street)

HOUSTON TX 77002

(City) (State) (Zip)

Explanation of Responses:

1. The acquisition of these shares was inadvertently omitted from the reporting persons' Form 4 filed with the SEC on July 6, 2023.

2. Each share of Series B Convertible Preferred Stock (the "Series B Preferred") converts into 1,000 shares of the Company's common stock at the holder's election, subject to beneficial ownership limitations, including that a holder of Series B Preferred is prohibited from converting such shares into shares of common stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than 19.99% of the total number of shares of common stock issued and outstanding immediately after giving effect to such conversion. As a result of the 19.99% beneficial ownership limitation, as of July 3, 2023, the Series B Preferred held by the reporting persons can be converted into a maximum of 24,157,794 shares of common stock in the aggregate. The shares of Series B Preferred have no expiration date.

3. Pursuant to that certain Securities Purchase Agreement, dated July 3, 2023, by and among the Company, CRG Partners III L.P., CRG Partners III - Parallel Fund "A" L.P., CRG Partners III (Cayman) Unlev AIV I L.P., CRG Partners III (Cayman) Lev AIV I L.P. and CRG Partners III Parallel Fund "B" (Cayman) L.P. (collectively, the "CRG Entities"), the CRG Entities received these shares in exchange for the CRG Entities surrendering for cancellation of certain outstanding debt.

Remarks:

	/s/ Nathan D. Hukill, authorized signatory for CRG Partners III L.P., CRG Partners III Parallel Fund (A) L.P., CRG Partners III (Cayman) Unlev AIV I L.P., CRG Partners III (Cayman) Lev AIV I L.P., and CRG Partners III Parallel Fund (B)(Cayman) L.P.	07/14/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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