Sec Form 4 Filing - FINCH LAWRENCE G @ EVERSPIN TECHNOLOGIES INC - 2016-10-13

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
FINCH LAWRENCE G
2. Issuer Name and Ticker or Trading Symbol
EVERSPIN TECHNOLOGIES INC [ MRAM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O EVERSPIN TECHNOLOGIES, INC., 1347 N. ALMA SCHOOL ROAD, SUITE 220
3. Date of Earliest Transaction (MM/DD/YY)
10/13/2016
(Street)
CHANDLER, AZ85224
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 10/13/2016 C 67,150 A 164,232 D
Common Stock 10/13/2016 C 36,215 A 200,447 D
Common Stock 10/13/2016 C 40,219 A $ 6.4 240,666 D
Common Stock 10/13/2016 C 27,464 A $ 6.4 268,130 D
Common Stock 10/13/2016 P 41,961 A $ 8 41,961 I By Trust ( 2 )
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
Series A Preferred Stock ( 1 ) 10/13/2016 C 67,150 ( 1 ) ( 1 ) Common Stock 67,150 $ 0 0 D
Series B Preferred Stock ( 1 ) 10/13/2016 C 36,215 ( 1 ) ( 1 ) Common Stock 36,215 $ 0 0 D
5% Convertible Subordinated Promissory Note $ 6.4 10/13/2016 C ( 3 ) ( 3 ) Common Stock 40,219 $ 0 0 D
5% Convertible Subordinated Promissory Note $ 6.4 10/13/2016 C ( 4 ) ( 4 ) Common Stock 27,464 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FINCH LAWRENCE G
C/O EVERSPIN TECHNOLOGIES, INC.
1347 N. ALMA SCHOOL ROAD, SUITE 220
CHANDLER, AZ85224
X
Signatures
/s/ Matt Hemington, attorney-in-fact 10/17/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reported securities converted into shares of the Issuer's common stock on a one-for-one basis immediately prior to the closing of the Issuer's initial public offering and had no expiration date.
( 2 )The shares are held by the Lawrence G and Janice C. Finch Revocable Trust, of which the reporting person is trustee.
( 3 )The note was issued in the original principal amount of $248,653. The outstanding principal and accrued interest on such note automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The note bore interest at a rate of 5% per annum. The note had accrued interest of $8,753.95 through October 12, 2016.
( 4 )The note was issued in the original principal amount of $174,057.17. The outstanding principal and accrued interest on such note automatically converted into shares of common stock of the Issuer immediately prior to the closing of the Issuer's initial public offering at a conversion rate equal to 80% of the initial public offering price. The note bore interest at a rate of 5% per annum. The note had accrued interest of $1,716.73 through October 12, 2016.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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