09/17/2025 | Press release | Distributed by Public on 09/17/2025 07:49
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Williams Gregg C/O VIVANI MEDICAL, INC. 1350 S. LOOP ROAD ALAMEDA, CA 94502 |
X | X |
/s/ Anthony Baldor, Attorney-in-fact | 09/17/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
(1) | The reporting person purchased 1,473,215 shares of the Issuer's common stock in a private sale transaction as disclosed in the Share Purchase Agreement dated as of March 26, 2025 at a price of $1.12 per share, which was the last reported sale price of the Issuer's common stock on the Nasdaq on March 25, 2025 (the day immediately prior to March 26, 2025). The gross proceeds from this private sale transaction were $1,650,000.80. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased in the transaction set forth in this footnote. |
(2) | The reporting person purchased 595,238 shares of the Issuer's common stock in a private sale transaction as disclosed in the Share Purchase Agreement dated as of August 11, 2025 at a price of $1.26 per share, which was the last reported sale price of the Issuer's common stock on the Nasdaq on August 10, 2025 (the day immediately prior to August 11, 2025). The gross proceeds from this private sale transaction were $749,999.88. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased in the transaction set forth in this footnote. |
(3) | The reporting person owns 20,708,548 shares directly and/or indirectly as follows: (i) 4,799,200 shares of common stock owned by the reporting person, (ii) 13,783,596 shares of common stock owned by Gregg G. Williams 2006 Trust, (iii) 1,212,856 shares of common stock owned by Williams International Co. LLC, (iv) 181,587 shares of common stock owned by Sam Williams Family Investments LLC, and (v) 731,309 shares of common stock owned by Sam B. Williams 1995 Generation-Skipping Trust. Gregg Williams has voting and dispositive power over all of these shares. |