Amended Statement of Changes in Beneficial Ownership (4/a)
29 Juin 2022 - 01:46AM
Edgar (US Regulatory)
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FORM 4
[ ] Check this box if no longer subject to Section
16. Form 4 or Form 5 obligations may continue. See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL
OWNERSHIP OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5 |
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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 * PURA VIDA INVESTMENTS,
LLC |
2. Issuer Name and Ticker or Trading
Symbol Oncocyte Corp [ OCX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director __X__
10% Owner
_____ Officer (give title
below) _____ Other
(specify below)
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(Last)
(First)
(Middle)
512 W 22ND STREET, 7TH FLOOR |
3. Date of Earliest Transaction (MM/DD/YYYY)
4/14/2022
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(Street)
NEW YORK, NY 10011
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
4/18/2022
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6. Individual or Joint/Group Filing
(Check Applicable Line) ___
Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting
Person |
Table I - Non-Derivative Securities Acquired, Disposed of, or
Beneficially Owned
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1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
|
Code |
V |
Amount |
(A) or (D) |
Price |
|
Common Stock |
4/14/2022 |
|
P |
|
30790 (1) |
A |
$1.227 (2) |
7381237 |
I |
By Pura Vida Master Fund, Ltd. (3)(4) |
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Common Stock |
4/14/2022 |
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P |
|
92370 (1) |
A |
$1.26 (5) |
7473607 |
I |
By Pura Vida Master Fund, Ltd. (3)(4) |
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Common Stock |
4/14/2022 |
|
P |
|
19210 (1) |
A |
$1.227 (2) |
8475033 |
I |
By the Managed Accounts. (3)(4) |
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Common Stock |
4/14/2022 |
|
P |
|
57630 (1) |
A |
$1.26 (5) |
8532663 |
I |
By the Managed Accounts. (3)(4) |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative
Security |
3. Trans. Date |
3A. Deemed Execution Date, if any |
4. Trans. 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 |
7. Title and Amount of Securities Underlying
Derivative Security
(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) |
|
Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of
Responses: |
| (1) |
Aggregate number of shares
purchased on the same date at difference prices. |
| (2) |
Represents the
weighted-average purchase price. The shares were purchased in
multiple transactions at prices ranging from $1.19 to $1.27,
inclusive, per share. Full information regarding the number of
shares purchased at each price shall be provided to the Securities
and Exchange Commission staff (the "Staff"), Issuer or any security
holder, upon request. |
| (3) |
Shares reported herein are
owned by Pura Vida Master Fund, Ltd. (the "Pura Vida Master Fund")
and certain separately managed accounts (the "Managed Accounts,"
and together with the Pura Vida Master Fund, collectively the
"Client Accounts"). Pura Vida Investments, LLC ("PVI") serves as
the investment manager or sub-adviser to the Client Accounts. Efrem
Kamen serves as the Managing Member of PVI. |
| (4) |
By virtue of these
relationships, the Reporting Persons may be deemed to have shared
voting and dispositive power with respect to the securities owned
directly by the Client Accounts. This report shall not be deemed an
admission that the Reporting Persons are beneficial owners of the
securities for purposes of Sections 13 and 16 of the Securities
Exchange Act of 1934, as amended, or for any other purpose. Each of
the Reporting Persons disclaims beneficial ownership of the
securities reported herein except to the extent of the Reporting
Person's pecuniary interest therein, if any. |
| (5) |
Represents the
weighted-average purchase price. The shares were purchased in
multiple transactions at prices ranging from $1.235 to $1.305,
inclusive, per share. Full information regarding the number of
shares purchased at each price shall be provided to the Staff,
Issuer or any security holder, upon request. |
Remarks:
This Form 4/A is being filed to provide the weighted-average
purchase prices of the transactions reported herein, which were
inadvertently omitted in the Form 4. |
Reporting
Owners
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Reporting Owner Name / Address |
Relationships
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Director |
10% Owner |
Officer |
Other |
PURA VIDA INVESTMENTS, LLC
512 W 22ND STREET
7TH FLOOR
NEW YORK, NY 10011 |
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X |
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Kamen Efrem
C/O PURA VIDA INVESTMENTS, LLC
512 W 22ND STREET, 7TH FLOOR
NEW YORK, NY 10011 |
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X |
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Signatures
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/s/ Efrem Kamen, Managing Member of Pura Vida
Investments, LLC |
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6/28/2022 |
| **Signature of Reporting
Person |
Date |
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/s/ Efrem Kamen |
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6/28/2022 |
| **Signature of Reporting
Person |
Date |
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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 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). |
| 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 control number. |
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