(2)
As reported on Schedule 13G filed on January 11, 2022. The address for the reporting person is 208 Ponce de Leon Ave Ste 1600, San Juan, Puerto Rico 00918.
(3)
Represents (i) 7,978 shares of Common Stock (ii) 551,167 shares of Common Stock issuable to Ms. Conte under stock options that are exercisable or will become exercisable in the 60 days subsequent to August 26, 2022, and (iii) Bridge Warrants exercisable in 12,500 shares of Common Stock. The weighted average exercise price of the 551,167 stock options is $13.94.
(4)
Represents (i) 2 shares of Common Stock, and (ii) 178,777 shares of Common Stock issuable to Dr. King under stock options that are exercisable or will become exercisable in the 60 days subsequent to August 26, 2022. The weighted average exercise price of the 178,777 stock options is $14.46.
(5)
Represents 138,131 shares of Common Stock issuable to Mr. Wolin under stock options that are exercisable or will become exercisable in the 60 days subsequent to August 26, 2022. The weighted average exercise price of the 138,131 stock options is $4.98.
(6)
Represents 77,175 shares of Common Stock issuable to Mr. Wendt under stock options that are exercisable or will become exercisable in the 60 days subsequent to August 26, 2022. The weighted average exercise price of the 77,175 stock options is $3.60.
(7)
Represents (i) 60,682 shares of Common Stock, (ii) 110,362 shares of Common Stock issuable to Mr. Bochnowski under stock options that are exercisable or will become exercisable in the 60 days subsequent to August 26, 2022, and (iii) Series 1, Series 2, and Bridge Warrants exercisable into 193,303 shares of Common Stock. The weighted average exercise price of the 110,362 stock options is $19.06.
(8)
Represents (i) 4,616 shares of Common Stock, (ii) 107,274 shares of Common Stock issuable to Mr. Siegel under stock options that are exercisable or will become exercisable in the 60 days subsequent to August 26, 2022, and (iii) Series 1, Series 2, and Bridge Warrants exercisable into 13,678 shares of Common Stock. The weighted average exercise price of the 107,274 stock options is $7.03.
(9)
Represents 73,305 shares of Common Stock issuable to Mr. Micek under stock options that are exercisable or will become exercisable in the 60 days subsequent to August 26, 2022. The weighted average exercise price of the 73,305 stock options is $15.57.
(10)
Dr. Jayasuriya was granted 128,851 restricted stock units under the Company’s 2014 Stock Incentive Plan (“Plan”) on July 2, 2022 contingent upon the Company having sufficient authorized shares of Common Stock under the Plan on or before June 30, 2023. Such restricted stock units will vest in full on the one-year anniversary of the grant date, subject to Dr. Jayasuriya’s continuous service through such vesting date.
(11)
See footnotes (3 – 10).
SERIES E PREFERRED STOCK
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Name of Beneficial Owner
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Number of
Shares of Series E
Preferred Stock
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Percentage
Ownership
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SynWorld Technologies Corporation(a)
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Ten |
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100% |
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(a)
The Series E Preferred Stock is held of record by SynWorld Technologies Corporation (“SynWorld”). The principal address of SynWorld is 15 Sunny Rose Crt. Whitby, Ontario L1R 1V8, Canada.
PROPOSAL 1 — APPROVAL OF AN AMENDMENT TO OUR THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF OUR COMMON STOCK
At the Special Meeting, holders of our Common Stock will be asked to approve an amendment to the COI to increase the number of authorized shares of Common Stock from 150 million shares to 298 million shares and a corresponding increase in the total number of shares the Company is authorized to issue from 204,475,074 shares to 352,475,074 shares (the “Amendment”). The Amendment is set forth on the Certificate of Sixth Amendment to the COI, which is attached hereto as Annex A and is incorporated by reference into this Proxy Statement. The text of Annex A, other than the language amending the first paragraph of Article IV of the COI, remains subject to modification to include such changes as may be