[Form 3] LEAP THERAPEUTICS, INC. Initial Statement of Beneficial Ownership
CYPHERPUNK TECHNOLOGIES INC. insider Winklevoss-affiliated entities filed an initial Form 3 reporting significant ownership in CYPH. The filing shows indirect beneficial ownership of 8,283,761 shares of common stock held through Winklevoss Treasury Investments, LLC. It also reports a Pre-Funded Warrant exercisable for 75,448,618 shares of common stock at an exercise price of $0.001 per share, with no expiration date, and an additional Warrant for 62,799,284 shares at an exercise price of $0.5335 per share expiring on 10/08/2035.
Both the Pre-Funded Warrants and the Warrants are immediately exercisable but include a 19.99% beneficial ownership limitation, preventing exercises that would cause the reporting group and its affiliates to exceed 19.99% of CYPHERPUNK’s outstanding common stock after any exercise.
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FAQ
What does the new Form 3 filing disclose about CYPH insider ownership?
The Form 3 shows that entities affiliated with Tyler and Cameron Winklevoss indirectly beneficially own 8,283,761 shares of CYPHERPUNK common stock, held through Winklevoss Treasury Investments, LLC.
How many CYPH shares are underlying the pre-funded warrants reported in the Form 3?
The filing reports a Pre-Funded Warrant exercisable for 75,448,618 shares of CYPHERPUNK common stock at an exercise price of $0.001 per share.
What warrants did the Winklevoss entities report for CYPHERPUNK (CYPH)?
In addition to the pre-funded warrant, the reporting persons disclosed a Warrant exercisable for 62,799,284 shares of CYPHERPUNK common stock at an exercise price of $0.5335 per share, expiring on 10/08/2035.
Are the CYPH pre-funded warrants and warrants immediately exercisable?
Yes. The Form 3 states that the Pre-Funded Warrants have no expiration date and are exercisable immediately, and that the Warrants are exercisable immediately, subject to a beneficial ownership cap.
What is the 19.99% beneficial ownership limitation mentioned in the CYPH Form 3?
The filing explains that the reporting persons cannot exercise the Pre-Funded Warrants or Warrants to the extent the exercise would cause them, their affiliates, and any Section 13(d) group members to own more than 19.99% of CYPHERPUNK’s outstanding common stock after such exercise.
Do Tyler and Cameron Winklevoss claim full beneficial ownership of the CYPH securities?
The explanation notes that each reporting person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest, even though they are affiliated through Winklevoss Capital Fund and related entities.