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Filing Details

Accession Number:: 0001104659-20-114637
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-10-13 21:57:57
Reporting Period:: 2020-10-13

Accepted Time:: 2020-10-13 21:57:57
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1708527	Aziyo Biologics Inc.	AZYO	()	4

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1184421	Kevin Rakin	452 5Th Avenue, 21St Floor New York NY 10018	Yes	No	Yes	No
1598026	Highcape Partners Qp, L.p.	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No
1598046	Highcape Partners, L.p.	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No
1790214	Matt Zuga	452 5Th Avenue, 21St Floor New York NY 10018	Yes	No	Yes	No
1819932	Highcape Partners Gp, L.p.	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No
1819933	Highcape Partners Gp, Llc	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No
1819988	Highcape Co-Investment Vehicle I, Llc	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No
1820044	Highcape Co-Investment Vehicle Ii, Llc	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No
1826279	Highcape Capital, L.p.	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No
1827500	Highcape Capital, Llc	452 5Th Avenue, 21St Floor New York NY 10018	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2020-10-13	4,062,451	$0.00	4,062,451	No	4	C	Indirect	Footnote
Class A Common Stock	Acquisiton	2020-10-13	7,655	$5.44	4,070,106	No	4	X	Indirect	Footnote
Class A Common Stock	Disposition	2020-10-13	2,451	$5.44	4,067,655	No	4	F	Indirect	Footnote
Class A Common Stock	Acquisiton	2020-10-13	441,176	$17.00	4,508,831	No	4	P	Indirect	Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	C	Indirect	Footnote
No	4	X	Indirect	Footnote
No	4	F	Indirect	Footnote
No	4	P	Indirect	Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Series A Convertible Preferred Stock	Disposition	2020-10-13	31,133,977	$0.00	4,062,451	$0.00
Class A Common Stock	Warrant	Disposition	2020-10-13	7,655	$0.00	7,655	$5.44

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	4	C	Indirect
0	2017-03-27	2027-03-01	No	4	X	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	31,845	Indirect	Held by the Kevin L. Rakin Irrevocable Trust

Footnotes

Consists of (i) 43,255 shares of Class A common stock held by HighCape Partners, L.P.; (ii) 3,211,838 shares of Class A common stock held by HighCape Partners QP, L.P.; (iii) 499,145 shares of Class A common stock held by HighCape Co-Investment Vehicle I, LLC; (iv) 259,282 shares of Class A common stock held by HighCape Co-Investment Vehicle II, LLC and (v) 48,931 shares of Class A common stock held by HighCape Capital, L.P.
Kevin Rakin and W. Matthew Zuga, members of Issuer's board of directors, are the managing members of HighCape Partners GP, LLC, which in turn is the general partner of HighCape Partners GP, L.P., which in turn is the general partner of each of HighCape Partners, L.P. and HighCape Partners QP, L.P. Mr. Rakin and Mr. Zuga are the managing members of HighCape Capital, LLC, which in turn is the general partner of HighCape Capital, L.P. Each of Mr. Rakin, Mr. Zuga, HighCape Partners GP, LLC and HighCape Partners GP, L.P. may be deemed to beneficially own the securities held by HighCape Partners, L.P. and HighCape Partners QP, L.P., and each of Mr. Rakin, Mr. Zuga and HighCape Capital, LLC may be deemed to beneficially own the securities held by HighCape Capital, L.P.
In addition, Mr. Zuga is the managing member of each of HighCape Co-Investment Vehicle I, LLC and HighCape Co-Investment Vehicle II, LLC and may be deemed to beneficially own the securities held by such entities. Each of the reporting persons disclaims beneficial ownership of the securities held by the other reporting persons except to the extent of each reporting person's pecuniary interest therein, if any.
HighCape Partners QP, L.P. is the record holder of these securities.
Consists of (i) 49,118 shares of Class A common stock held by HighCape Partners, L.P.; (ii) 3,652,355 shares of Class A common stock held by HighCape Partners QP, L.P.; (iii) 499,145 shares of Class A common stock held by HighCape Co-Investment Vehicle I, LLC; (iv) 259,282 shares of Class A common stock held by HighCape Co-Investment Vehicle II, LLC and (v) 48,931 shares of Class A common stock held by HighCape Capital, L.P.
Each share of Series A preferred stock was automatically converted into 0.071659417 shares of Class A common stock upon the closing of the Issuer's initial public offering. In addition, immediately prior to the consummation of the Issuer's underwritten initial public offering of its Class A common stock, each holder of Series A preferred stockholders received, for each share of Series A preferred stock then held, 0.820876470 shares of Class A common stock (the quotient of $13.9549 divided by $17.00, the price per share of Class A common stock in such offering).