[Form 4] BioCardia, Inc. Warrant Insider Trading Activity

Rhea-AI Filing Summary

BioCardia, Inc. (BCDA) Form 4 filing dated 07/02/2025 discloses that director Simon H. Stertzer increased his indirect ownership through participation in a private placement that closed on 06/30/2025.

• Equity purchase: Stertzer bought 72,289 shares of common stock at $2.075 per share (Transaction Code P).
• Matching warrant: For every share purchased he also received a warrant to buy one additional share; each warrant has an exercise price of $1.95 and expires on 06/30/2030.
• Post-transaction ownership: The reporting person now beneficially owns 192,654 common shares and 177,275 warrants, all held indirectly through family trusts and LLCs (Stertzer Family Trust, Windrock Enterprises LLC, Stertzer Gamma Trust, Stertzer Holdings LLC).
• Relationship to issuer: Stertzer is a director and therefore an insider subject to Section 16 reporting.
• The filing indicates no dispositions; all transactions were acquisitions within the private placement.

The acquisition enlarges insider ownership and adds long-dated warrants, suggesting a long-term alignment with shareholder interests. No other financial metrics or company operational details are provided in this filing.

Positive

• Director insider purchase: Acquisition of 72,289 shares at $2.075 signals potential confidence in BioCardia’s prospects.
• Long-dated warrants: Insider received equal number of warrants exercisable at $1.95 until 2030, aligning interests for the long term.

Negative

• None.

Insights

Equity Research Analyst

TL;DR – Director bought 72k shares plus equal warrants in private placement; insider stake now ~193k shares.

Insider buying, especially by a board member, is generally interpreted as a vote of confidence. The transaction adds roughly US$150 k of fresh capital (72,289 × $2.075) and secures warrants that are modestly in-the-money versus the placement price ($1.95 strike vs. $2.075 cash price), giving the insider leverage through 2030. All securities are held through family entities, underscoring long-term estate planning rather than short-term trading. While the filing contains no operational data, the size and nature of the purchase are meaningful given BioCardia’s small-cap profile. I view the disclosure as modestly positive and potentially impactful for sentiment.

Corporate Governance Specialist

TL;DR – Clean Form 4: one insider, straightforward private-placement purchase with aligned warrant.

From a governance standpoint, the filing is routine and transparent. Proper footnotes clarify the various family trusts, mitigating opacity about beneficial ownership. No red flags such as rapid disposition, option repricing, or short-swing profits appear. The one-for-one share-and-warrant structure is typical for capital-raising in developmental biotech firms, and the five-year warrant term aligns incentives without excessive lifespan. Overall impact on governance risk is neutral to mildly positive as insider ownership rises.

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)
06/30/2025

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	06/30/2025		P		72,289(1)	A	$2.075	192,654	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)	$1.95	06/30/2025		P		72,289(1)		06/30/2025	06/30/2030	Common Stock	72,289(1)	(1)	177,275	I	See Footnote(2)

Explanation of Responses:

1. On June 30, 2025, the Registrant closed a private placement with certain qualified institutional buyers and institutional accredited investors, as well as the Reporting Person, 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.

Remarks:

104,986(1)

	/s/ David McClung, by power of attorney	07/02/2025
	** 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.
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FAQ

What did BioCardia director Simon H. Stertzer buy on 06/30/2025?

He bought 72,289 shares of BCDA common stock at $2.075 and received matching warrants.

What is the exercise price and expiry of the new BioCardia warrants?

Each warrant can buy one BCDA share at $1.95 and expires on 06/30/2030.

How many BioCardia shares does Stertzer now own after the transaction?

He now beneficially owns 192,654 common shares, held indirectly through family trusts and LLCs.

How many warrants does the insider hold after the filing?

Stertzer holds 177,275 warrants following the reported transaction.

Was the transaction a purchase or a sale?

The Form 4 shows only purchases; no shares were disposed of.