Sec Form 4 Filing - Raines Heather @ PROVECTUS BIOPHARMACEUTICALS, INC. - 2021-06-17

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
Raines Heather
2. Issuer Name and Ticker or Trading Symbol
PROVECTUS BIOPHARMACEUTICALS, INC. [ PVCT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CFO
(Last) (First) (Middle)
10025 INVESTMENT DRIVE, SUITE 250
3. Date of Earliest Transaction (MM/DD/YY)
06/17/2021
(Street)
KNOXVILLE, TN37932
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
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
8% Secured Convertible Promissory Notes due 2021 ( 1 ) $ 2.862 06/17/2021 A 06/17/2021 06/20/2021 Series D-1 Convertible Preferred Stok 20,289 $ 0 $ 58,067 D
8% Secured Convertible Promissory Notes due 2021 ( 2 ) $ 2.862 06/20/2021 M 06/17/2021 06/20/2021 Series D-1 Convertible Preferred Stock 20,289 $ 0 0 D
Series D-1 Convertible Preferred Stock ( 3 ) 06/20/2021 M 20,289 06/20/2021 ( 4 ) Common Stock 202,890 $ 0 20,289 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Raines Heather
10025 INVESTMENT DRIVE, SUITE 250
KNOXVILLE, TN37932
CFO
Signatures
/s/ Heather Raines 06/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Issuer issued the 8% secured convertible promissory notes due 2021 to the Reporting Person on January 16, 2019 and November 18, 2019, which were amended on November 18, 2019 (the "Notes"). At the time of issuance, the Issuer had not filed a Certificate of Designation for the Series D-1 Convertible Preferred Stock, par value $0.001 per share ("Series D-1 Convertible Preferred Stock") and, therefore, there was no security underlying the Notes into which the Notes could convert. On June 17, 2021, the Issuer filed a Certificate of Designation with the Delaware Secretary of State to create the Series D-1 Convertible Preferred Stock and, upon the filing of the Certificate of Designation, the Notes became a derivative security.
( 2 )On June 20, 2021, the Notes automatically converted into Series D-1 Convertible Preferred Stock at a conversion price of $2.862 per share in accordance with the terms of the Notes.
( 3 )Each share of Series D-1 Convertible Preferred Stock is convertible into 10 shares of the Issuer's common stock, par value $0.001 per share ("Common Stock").
( 4 )The Series D-1 Convertible Preferred Stock will automatically convert into Common Stock on June 20, 2026, unless earlier converted into Common Stock in accordance with the terms of the Certificate of Designation for the Series D-1 Convertible Preferred Stock.

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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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