Sec Form 5 Filing - JORDEN DAVID EMERSON @ Nuo Therapeutics, Inc. - 2021-12-31

Insider filing report for Changes in Beneficial Ownership
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FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
JORDEN DAVID EMERSON
2. Issuer Name and Ticker or Trading Symbol
Nuo Therapeutics, Inc. [ AURX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO/CFO
(Last) (First) (Middle)
C/O NUO THERAPEUTICS, INC., 8285 EL RIO, SUITE190
3. Date of Earliest Transaction (MM/DD/YY)
12/31/2021
(Street)
HOUSTON, TX77054
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/30/2021 M 1,137,635 A $ 0.2 2,127,326 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Warrants to purchase Common Stock $ 0.2 12/01/2021 A( 1 ) 1,297,635( 2 ) 12/01/2021 01/31/2022 Common Stock 1,297,635 $ 0( 3 ) 1,297,635 D
Warrants to purchase Common Stock $ 0.4 12/01/2021 D( 1 ) 900,000( 4 ) 10/05/2020 10/05/2025 Common Stock 900,000 $ 0( 3 ) 0 D
Warrants to purchase Common Stock $ 0.4 12/01/2021 D( 1 ) 397,635( 4 ) 10/05/2020 10/05/2025 Common Stock 397,635 $ 0( 3 ) 0 D
Warrants to purchase Common Stock $ 0.4 12/06/2021 J( 5 ) 160,000 12/01/2021 01/31/2022 Common Stock 160,000 $ 0 1,137,635 D
Warrants to purchase Common Stock $ 0.2 12/30/2021 M 1,137,635 12/01/2021 01/31/2022 Common Stock 1,137,635 $ 0( 3 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
JORDEN DAVID EMERSON
C/O NUO THERAPEUTICS, INC.
8285 EL RIO, SUITE190
HOUSTON, TX77054
X CEO/CFO
Signatures
/s/ David Jorden 04/26/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Transaction approved by Board of Directors of Issuer and Non-Employee Directors
( 2 )Acquired in accordance with Warrant Modification Agreement dated as of 12/01/21
( 3 )The reported transactions relate to an amendment of the exercise price of outstanding warrants contingent upon the Reporting Person exercising the warrants. As a result, the outstanding warrants were deemed cancelled and modified warrants were issued for the same number of shares of Common Stock, but with a reduced exercise price.
( 4 )Cancelled in accordance with Warrant Modification Agreement dated as of 12/01/21
( 5 )Transferred to third party for no consideration

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).
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