PAVmed Inc.

10/18/2021 | Press release | Distributed by Public on 10/18/2021 15:16

Completion of Acquisition or Disposition of Assets - Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 18, 2021

PAVMED INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 001-37685 47-1214177

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

One Grand Central Place, Suite 4600, New York, New York 10165
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (212)949-4319

N/A
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, Par Value $0.001 Per Share PAVM The Nasdaq Stock Market LLC
Series Z Warrants to Purchase Common Stock PAVMZ The Nasdaq Stock Market LLC
Series W Warrants to Purchase Common Stock PAVMW The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.01. Completion of Acquisition or Disposition of Assets.

On October 18, 2021, PAVmed Inc. (the "Company") purchased 571,428 shares in the initial public offering of its majority owned subsidiary, Lucid Diagnostics Inc. ("Lucid"), at the public offering price of $14.00 per share, for an aggregate cash purchase price of approximately $8.0 million. After the initial public offering, and the conversion on October 13, 2021 of the $22.4 million in principal amount of the promissory note held by PAVmed into 15,803,200 shares of the Lucid's common stock, PAVmed owns approximately 75.5% of Lucid's outstanding common stock.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 18, 2021

PAVMED INC.
By: /s/ Dennis M. McGrath
Dennis M. McGrath
President and Chief Financial Officer