New insider Zhao Jonathon Zhong claimed ownership of 75,327 shares (SEC Form 3)
$AVGR
Medical/Dental Instruments
Health Care
| 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) 03/05/2024 |
3. Issuer Name and Ticker or Trading Symbol
Avinger Inc [ AVGR ] |
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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) |
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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) |
| Common stock | 75,327 | I | By Zylox-Tonbridge Medical Limited(1) |
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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 | ||||
| Series F Convertible Preferred Stock | (2) | (2) | Common stock | (2) | (2) | I | By Zylox-Tonbridge Medical Limited(1) |
| Explanation of Responses: |
| 1. The shares are owned directly by Zylox-Tonbridge Medical Limited and indirectly by Jonathon Zhong Zhao as he is deemed to have voting and investment power over such shares. Mr. Zhao disclaims beneficial ownership of the shares held by Zylox-Tonbridge Medical Limited, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or for any other purpose. |
| 2. Each share of Series F Convertible Preferred Stock has a stated value of $1,000 and is initially convertible into 273 shares of common stock at a conversion price equal to $3.664. Shares of Series F Convertible Preferred Stock cannot be converted into common stock if the holder would beneficially own in excess of 19.9% of the Company's outstanding voting power, unless approve by the Company's stockholders. |
| Remarks: |
| Exhibit 24 Power of Attorney |
| /s/ Jonathon Zhong Zhao | 03/14/2024 | |
| ** 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. | ||