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Thomas Satterfield Aggregates 592,144 Shares in BioCardia (BCDAW)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

BioCardia disclosure: Thomas A. Satterfield, Jr. reports beneficial ownership of 592,144 shares of BioCardia common stock, representing the maximum 9.99% ownership permitted under blocker provisions described in the filing (the EDGAR percentage field was rounded to 9.9%). The reported position comprises 465,997 directly beneficially owned shares plus an allocation of shares issuable upon exercise of warrants constrained by blocker rules to 126,147 shares for reporting purposes.

The filing shows voting and dispositive power split between sole and shared authority: 153,603 shares as sole voting/dispositive power and 438,541 shares as shared voting/dispositive power. Related entities holding securities on Mr. Satterfield's behalf include Tomsat Investment & Trading Co., Inc., A.G. Family L.P., and Caldwell Mill Opportunity Fund, LLC; a limited power of attorney is noted for 2,500 shares held by Rebecca A. Satterfield.

Positive

  • Material, clearly disclosed ownership: 592,144 shares reported, representing the maximum 9.99% ownership under blocker provisions
  • Transparent warrant disclosure: Filing explains the total warrants (283,912) and how blocker provisions affect exercisability
  • Consolidated reporting of affiliated holdings: Identifies Tomsat Investment & Trading Co., A.G. Family L.P., and Caldwell Mill Opportunity Fund, LLC as holders

Negative

  • Potential ownership beyond reported cap: Without blocker restrictions, Mr. Satterfield could be deemed owner of 749,909 shares (12.32%), indicating higher potential concentration
  • Substantial portion of position in warrants: Exercisability is limited by blocker provisions, which may restrict conversion into voting shares and liquidity

Insights

TL;DR: Reporting shows a near-10% economic stake in BioCardia concentrated in shares and warrants, with blocker limits preventing further immediate accumulation.

The Schedule 13G/A details an aggregated beneficial position of 592,144 shares (reported as 9.99% maximum under blocker provisions). The position is a mix of outright shares and warrants, and the filing explicitly discloses how blocker provisions constrain warrant exercise for ownership above 9.99%. For investors, this clarifies that while Mr. Satterfield has material exposure, his current ability to increase voting control is limited by contractual restrictions; absent those restrictions he could be deemed to hold 749,909 shares or 12.32%.

TL;DR: Aggregated holdings across affiliated vehicles give Mr. Satterfield material influence, but blocker clauses and shared voting arrangements limit unilateral control.

The filing identifies consolidated holdings across multiple affiliated entities and discloses both sole and shared voting/dispositive powers, which is important for governance transparency. The presence of a limited power of attorney for 2,500 shares and explicit allocation of warrants subject to blocker provisions are relevant to assessing potential shifts in control or voting dynamics. This is a routine but material ownership disclosure for governance monitoring.






Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: *Based on 5,801,224 shares of common stock of the issuer (the "Common Stock") outstanding as of August 8, 2025, as reported by the issuer in its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2025. The Reporting Person may be deemed to beneficially own (i) 465,997 shares of Common Stock, and (ii) 283,912 warrants (the "Warrants") to purchase one share of Common Stock. All of the Warrants are subject to a blocker provision pursuant to which the warrantholder does not have the right to exercise such Warrants if such exercise would result in beneficial ownership by the Reporting Person, together with his affiliates and any other persons acting as a group together with the Reporting Person, of more than 9.99% of the Common Stock outstanding upon such exercise, except for 17,317 Warrants that are not subject to any blocker provisions. Upon exercise, 59,262 of the Warrants (the "Sole Power Warrants"), all of which are subject to the blocker provision described above, would result in the issuance of shares of Common Stock over which the Reporting Person would have sole voting and dispositive power. The 592,144 shares of Common Stock reported on this Schedule 13G as beneficially owned by the Reporting Person represent the 465,997 shares of Common Stock that the Reporting Person beneficially owns and 126,147 shares of Common Stock issuable upon exercise of Warrants, which collectively represent the Reporting Person's maximum beneficial ownership permissible under the applicable blocker provisions, or 9.99%. Due to field limitations of the EDGAR filing system, the percentage listed in Row 11 has been rounded down to 9.9%. This Schedule 13G assumes that the 126,147 Warrants so exercised would include all Warrants not subject to any blocker provisions and all Sole Power Warrants. If there were no limit on the Reporting Person's beneficial ownership of the issuer's Common Stock, the Reporting Person could be deemed to be the beneficial owner of an aggregate of 749,909 shares of Common Stock, representing 12.32% of the issuer's outstanding Common Stock (factoring in the exercise of such Warrants).


SCHEDULE 13G



Thomas A. Satterfield, Jr.
Signature:/s/ Thomas A. Satterfield, Jr.
Name/Title:Thomas A. Satterfield, Jr.
Date:08/13/2025

FAQ

How many BioCardia (BCDAW) shares does Thomas A. Satterfield, Jr. beneficially own?

The filing reports beneficial ownership of 592,144 shares of BioCardia common stock, representing the maximum 9.99% permitted under the filing's blocker provisions.

What is the breakdown between shares and warrants in Satterfield's position?

The reporting person beneficially owns 465,997 shares and holds warrants totaling 283,912 warrants, but only 126,147 warrant-issuable shares are included in the 9.99% maximum for reporting due to blocker restrictions.

What voting and dispositive powers does Satterfield hold in BCDAW?

The filing shows 153,603 shares with sole voting and dispositive power and 438,541 shares with shared voting and dispositive power.

Which affiliated entities hold shares on behalf of Thomas Satterfield?

Reported affiliated holders include Tomsat Investment & Trading Co., Inc. (shares and warrants), A.G. Family L.P. (shares and warrants), and Caldwell Mill Opportunity Fund, LLC (shares).

Could Satterfield's stake in BioCardia increase above 9.99%?

The filing states that, absent blocker provisions, the Reporting Person could be deemed owner of 749,909 shares (approximately 12.32%), but current warrant blocker provisions prevent exercise that would push ownership above 9.99% for reporting purposes.
Biocardia

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Biotechnology
Biological Products, (no Disgnostic Substances)
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United States
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