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SEC Filings

PROTEON THERAPEUTICS INC filed this Form S-1 on 09/16/2014
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(e)                                  Series D Purchase Agreement” shall mean that certain Series D Preferred Stock Purchase Agreement, to be entered into on or about May 13, 2014, by and among the Corporation and the other parties named therein, as amended and in effect from time to time.


(f)                                   Warrants” shall mean the warrants issued pursuant to, and in accordance with, the Series C Purchase Agreement and which are exercisable for shares of Common Stock in accordance with the terms thereof.


(g)                                  “Additional Shares of Common Stock” shall mean all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series D Original Issue Date, other than the following shares of Common Stock, and shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (collectively “Exempted Securities”):


(i)                                     shares of Common Stock, Options or Convertible Securities issued as a dividend or distribution on Designated Preferred Stock;


(ii)                                  shares of Common Stock, Options or Convertible Securities issued by reason of a dividend, stock split, split-up or other distribution on shares of Common Stock that is covered by Subsection 4.5, 4.6, 4.7 or 4.8 below;


(iii)                               shares of Common Stock or Options issued to employees or directors of, or consultants or advisors to, the Corporation or any of its subsidiaries pursuant to a plan, agreement or arrangement approved by the Board of Directors;


(iv)                              shares of Common Stock or Convertible Securities actually issued upon the exercise of Options or shares of Common Stock actually issued upon the conversion or exchange of Convertible Securities, in each case provided such issuance is pursuant to the terms of such Option or Convertible Security;


(v)                                 shares of Common Stock, Options or Convertible Securities issued to banks, equipment lessors or other financial institutions, or to real property lessors, pursuant to a debt financing, equipment leasing or real property leasing transaction approved by the Board of Directors including a majority of the Designated Preferred Directors;


(vi)                              shares of Common Stock, Options, or Convertible Securities issued or issuable to a contracting party