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[Form 4] BioCardia, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Positive)
Form Type
4
Rhea-AI Filing Summary

Simon H. Stertzer, a director of BioCardia, Inc. (BCDA), reported purchases and related holdings on Form 4. He participated in a public offering that closed on 09/19/2025, purchasing 398,400 shares of common stock at $1.25 per share and receiving 398,400 warrants exercisable into one share each at $1.25. The warrants are dated 09/19/2025 and expire 09/20/2027. After the reported transactions the filing shows 591,054 shares beneficially owned indirectly by entities tied to the reporting person, and several pre-existing holdings across trusts and LLCs are disclosed. The Form 4 is signed by power of attorney on 09/23/2025.

Positive
  • Director participation in public offering: purchase of 398,400 shares at $1.25 indicates insider investment
  • Attached warrants increase potential upside: 398,400 warrants exercisable at $1.25 through 09/20/2027
  • Transparent disclosure of indirect holdings: 591,054 shares reported as beneficially owned indirectly across trusts and LLCs
Negative
  • Reported disposals: the Form 4 shows a disposition of 57,138 shares (listed as D) which reduces direct holdings
  • Concentrated indirect ownership: multiple family trusts and entities hold shares, indicating concentrated insider control

Insights

TL;DR: Director purchased equity and matching warrants in a public offering, increasing potential upside without immediate warrant dilution.

The reported purchase of 398,400 shares at $1.25 with 398,400 accompanying warrants is a straightforward participation in the issuer's public offering. This increases the director's economic exposure and potential future equity dilution only upon warrant exercise through 09/20/2027. The filing also discloses substantial indirect holdings (591,054 shares) across trusts and LLCs, indicating continued insider alignment with the company. The transaction appears routine and consistent with offering participation rather than a market signal.

TL;DR: Insider participation in the offering and detailed entity-level disclosures show appropriate reporting and concentrated indirect ownership.

The Form 4 clearly identifies the reporting person as a director and discloses ownership through the Stertzer Family Trust, Windrock Enterprises LLC, Stertzer Gamma Trust, and Stertzer Holdings LLC. These disclosures satisfy transparency expectations for related-party and indirect holdings. The simultaneous receipt of warrants with a two-year term is disclosed with exercise price and expiry, providing necessary governance transparency. No conflicts or amendments are indicated in the filing.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
STERTZER SIMON H

(Last) (First) (Middle)
C/O BIOCARDIA, INC.
320 SOQUEL WAY

(Street)
SUNNYVALE CA 94085

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BioCardia, Inc. [ BCDA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 57,138 D
Common Stock 59,204 I See Footnote(2)
Common Stock 09/19/2025 P 398,400(1) A $1.25 591,054 I See Footnote(3)
Common Stock 777 I See Footnote(4)
Common Stock 6,102 I See Footnote(5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Warrant (right to buy) $1.25 09/19/2025 P 398,400(1) 09/19/2025 09/20/2027 Common Stock 398,400(1) (1) 575,675 I See Footnote(2)
Explanation of Responses:
1. These shares were purchased from the Issuer in a public offering that closed on September 19, 2025, wherein the Reporting Person received one share of common stock together with one warrant to purchase a share of common stock for each share of common stock purchased.
2. These shares are held by the Stertzer Family Trust, of which the Reporting Person and his spouse are co-trustees.
3. These shares are held by Windrock Enterprises L.L.C., of which the Reporting Person and his spouse are the sole members and managers.
4. These shares are held by the Stertzer Gamma Trust, of which the Reporting Person is the grantor.
5. These shares are held by Stertzer Holdings LLC, and the Reporting Person may be deemed to have beneficial ownership of such shares.
/s/ David McClung, by power of attorney 09/23/2025
** 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 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 Number.

FAQ

What transaction did Simon H. Stertzer report on Form 4 for BCDA?

The filing reports participation in a public offering closed 09/19/2025: 398,400 shares purchased at $1.25 plus 398,400 warrants to buy shares at $1.25.

What are the terms of the warrants received in the 09/19/2025 offering?

The warrants are exercisable into common stock at a $1.25 exercise price, dated 09/19/2025, and expire on 09/20/2027.

How many shares does the filing show as beneficially owned after the transaction?

The Form 4 discloses 591,054 shares beneficially owned indirectly following the reported transactions.

What entities hold shares on behalf of the reporting person?

Footnotes identify holdings through the Stertzer Family Trust, Windrock Enterprises L.L.C., Stertzer Gamma Trust, and Stertzer Holdings LLC.

When was the Form 4 signed and filed?

The signature block shows the form signed by power of attorney on 09/23/2025.
Biocardia Inc

NASDAQ:BCDA

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BCDA Stock Data

13.37M
7.80M
18.98%
5.25%
3.61%
Biotechnology
Biological Products, (no Disgnostic Substances)
Link
United States
SUNNYVALE