Filing Details

Accession Number:
0001493152-20-003252
Form Type:
4
Zero Holdings:
No
Publication Time:
2020-03-03 11:09:56
Reporting Period:
2020-02-28
Accepted Time:
2020-03-03 11:09:56
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1651944 Dermtech Inc. DMTK () DE
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1493215 Rtw Investments, Lp 412 West 15Th Street,
Floor 9
New York NY 10011
No No Yes No
1493280 Roderick Wong C/O Rtw Investments, Lp
412 West 15Th Street, Floor 9
New York NY 10011
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2020-02-28 152,456 $10.50 2,539,327 No 4 P Indirect By RTW
Common Stock Acquisiton 2020-03-02 15,000 $12.83 2,554,327 No 4 P Indirect By RTW
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Indirect By RTW
No 4 P Indirect By RTW
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Series B-1 Preferred shares Acquisiton 2020-02-28 228 $10,500.00 228,496 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
228 No 4 P Indirect
Footnotes
  1. On February 28, 2020 the Issuer entered into a definitive securities purchase agreement with certain institutional investors (the "Private Placement"). The Private Placement consists of 2,467,724 shares of common stock at a price of $10.50 per share and approximately 3,199 and 524 shares of Series B-1 Convertible Preferred Stock and Series B-2 Convertible Preferred Stock, respectively, each at a price of $10,500.00 per share. Each share of Series B-1 Convertible Preferred Stock will automatically convert into 1,000 shares of the Issuer's common stock upon the approval of the Private Placement by the stockholders of the Issuer, which the Issuer has agreed to seek at a meeting to be held on or before June 30, 2020 ("Stockholder Approval"). The 152,456 shares of common stock and 228.4963 Series B-1 Preferred shares reported herein were acquired pursuant to the Private Placement.
  2. The securities reported herein may be deemed beneficially owned by each of: (i) RTW Investments, LP ("RTW"), which is deemed the beneficial owner of shares held by RTW Master Fund, Ltd., RTW Venture Fund Limited and RTW Innovation Master Fund, Ltd. (the "Funds"), which are investment funds managed by RTW, and (ii) Roderick Wong, M.D who serves as the Managing Partner and Chief Investment Officer of RTW. Dr. Wong exercises voting and dispositive control over the securities held by RTW and is therefore deemed to be a beneficial owner of securities owned or controlled by RTW. Each of RTW and Dr. Wong disclaim beneficial ownership of the reported securities held by the Funds, except to the extent of its or his pecuniary interest therein.