Sec Form 4 Filing - ROSE ERIC A MD @ Orchestra BioMed Holdings, Inc. - 2023-05-17

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
ROSE ERIC A MD
2. Issuer Name and Ticker or Trading Symbol
Orchestra BioMed Holdings, Inc. [ OBIO]
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 ORCHESTRA BIOMED HOLDINGS, INC., 150 UNION SQUARE DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
05/17/2023
(Street)
NEW HOPE, PA18938
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, par value $0.0001 per share ("Common Stock") 05/17/2023 M( 1 ) 2,325 A $ 1.08 2,325 D
Common Stock 05/17/2023 F( 1 ) 157 ( 2 ) D $ 16.04 ( 3 ) 2,168 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 Nu mber of Shares
Warrant (Right to Buy) $ 1.08 05/17/2023 M( 1 ) 2,325 01/26/2023 05/31/2023 Common Stock 2,325 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ROSE ERIC A MD
C/O ORCHESTRA BIOMED HOLDINGS, INC.
150 UNION SQUARE DRIVE
NEW HOPE, PA18938
X
Signatures
/s/ Matthew R. Schob, Attorney-in-Fact 05/19/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 17, 2023, the Reporting Person exercised a warrant to purchase 2,325 shares of Common Stock at an exercise price $1.08 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in Orchestra BioMed Holdings, Inc. (the "Issuer") withholding 157 of the warrant shares to pay the exercise price and issuing the Reporting Person the remaining 2,168 shares of Common Stock.
( 2 )Represents the shares of Common Stock deemed withheld by the Issuer in connection with the cashless exercise.
( 3 )Pursuant to Section 3(c) of the warrant, the price was calculated as the average closing price per share of Common Stock for the 20 trading days immediately preceding the date on which the notice of exercise was deemed to have been sent to the Issuer.

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