Amendment: SEC Form 3 filed by new insider Altos Venture Ag
FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 09/24/2024 |
3. Issuer Name and Ticker or Trading Symbol
Onconetix, Inc. [ ONCO ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) 09/26/2024 |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Make-whole right (right to acquire) | 06/23/2025 | 06/23/2025 | Common Stock | (1) | (1) | D |
Explanation of Responses: |
1. Pursuant to a Subscription Agreement with the Issuer dated December 15, 2023, the Reporting Person purchased Units of Common Stock and warrants (immediately exercised) on September 24, 2024. Under a make-whole provision in the Subscription Agreement, the Issuer agreed to adjust the price for the Units by issuing additional shares of Common Stock to the Reporting Person on June 23, 2025 in the event that the Issuer VWAP during the period from September 25, 2024 through June 21, 2025 is less than $10.00. "Issuer VWAP" for this purpose means the average of the daily volume-weighted average prices of the Common Stock on Nasdaq for completed trading days, as reported on Bloomberg or, if not reported thereby, any other authoritative source. |
Remarks: |
This amendment to Form 3 is being filed solely to report the Table II holding that was inadvertently not included in the original Form 3 filed on September 26, 2024. |
/s/ Altos Venture, AG, by /s/ Tobias Fischli, Authorized Signatory | 11/01/2024 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |