| SECURITIES AND EXCHANGE
COMMISSION Washington, D.C. 20549 |
SCHEDULE 13G |
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment
No. 2
)*
|
BioCardia, Inc. (Name of Issuer) |
Common Stock, par value $0.001 per share (Title of Class of Securities) |
09060U606 (CUSIP Number) |
12/31/2024 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule
13d-1(b) |
 Rule
13d-1(c) |
| Rule
13d-1(d) |
SCHEDULE 13G |
| CUSIP No. | 09060U606 |
| 1 | Names of Reporting Persons Thomas A. Satterfield, Jr. | ||||||||
| 2 | Check the appropriate box if a member of a Group (see
instructions)
(a)
(b) | ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization UNITED STATES | ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting
Person 388,147.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes
certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9) 8.2 % | ||||||||
| 12 | Type of Reporting Person (See Instructions) IN |
Comment for Type of Reporting Person:
* Based on 4,584,285 shares of common stock of the issuer outstanding as of November 5, 2024, as reported by the issuer in its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024. This assumes the exercise of 156,982 warrants beneficially owned by the Reporting Person.
SCHEDULE 13G |
| Item 1. | ||
| (a) | Name of issuer: BioCardia, Inc. | |
| (b) | Address of issuer's principal executive
offices: 320 Soquel Way, Sunnyvale, CA 94085 | |
| Item 2. | ||
| (a) | Name of person filing: Thomas A. Satterfield, Jr. | |
| (b) | Address or principal business office or, if
none, residence: 15 Colley Cove Drive
Gulf Breeze, Florida 32561 | |
| (c) | Citizenship: Incorporated by reference from Item 4 of the Cover Page. | |
| (d) | Title of class of securities: Common Stock, par value $0.001 per share | |
| (e) | CUSIP No.: 09060U606 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker
or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank
as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An
investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An
employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A
parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A
savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813); | |
| (i) | A
church plan that is excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A
non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: | |
| (k) | Group,
in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned: Incorporated by reference from Item 9 of the Cover Page. | |
| (b) | Percent of class: Incorporated by reference from Item 11 of the Cover Page. % | |
| (c) | Number of shares as to which the person has: | |
| (i) Sole power to vote or to direct the vote: Incorporated by reference from Item 5 of the Cover Page. | ||
| (ii) Shared power to vote or to direct the
vote: Incorporated by reference from Item 6 of the Cover Page. | ||
| (iii) Sole power to dispose or to direct the
disposition of: Incorporated by reference from Item 7 of the Cover Page. | ||
| (iv) Shared power to dispose or to direct the
disposition of: Incorporated by reference from Item 8 of the Cover Page. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to
that effect should be included in response to this item and, if such interest relates to more
than 5 percent of the class, such person should be identified. A listing of the shareholders of
an investment company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
With respect to the beneficial ownership report for Thomas A. Satterfield, Jr., 49,999 shares of common stock and 52,150 shares of common stock issuable upon exercise of warrants are held by Tomsat Investment & Trading Co., Inc, a corporation wholly owned by Mr. Satterfield and of which he serves as President; 96,334 shares of common stock and 69,666 shares of common stock issuable upon exercise of warrants are held by A.G. Family L.P., a partnership managed by a general partner controlled by Mr. Satterfield; and 30,000 shares are held by Caldwell Mill Opportunity Fund, LLC which fund is managed by an entity of which Mr. Satterfield owns a 50% interest and serves as Chief Investment Manager.
Additionally, Mr. Satterfield has a limited power of attorney for voting and disposition purposes with respect to the following shares: Rebecca A. Satterfield (2,500 shares). Ms. Satterfield has the right to receive or the power to direct the receipt of the proceeds from the sale of her shares. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
| ||
| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
| ||
| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
| ||
| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the
best of my knowledge and belief, I certify that the information set forth in this statement is
true, complete and correct. |
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