SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Geiger Uri

(Last) (First) (Middle)
C/O STRATA SKIN SCIENCES, INC.
100 LAKESIDE DRIVE, SUITE 100

(Street)
HORSHAM PA 19044

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STRATA Skin Sciences, Inc. [ SSKN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
SSKN Common Stock 06/15/2018 J(1) 75,590(1) A $1.09(1) 12,122,627 I see footnote(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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. 6/15/18 the reporting person was entitled to receive 75,590 shares of the common stock pursuant to a "retained risk" provision in the Securities Purchase Agreement between the Company and Accelmed Growth Partners, L.P. dated 5/29/18 ("Purchase Agreement"). Purchase Agreement provided that the purchaser would receive additional shares of common stock in the event of certain contingent expense events, one of which was determined to have occurred on 6/15/18, resulted in the purchaser acquired additional shares. The number of shares issuable pursuant to that provision, determined on 6/15/18 pursuant to a formula set forth in the Purchase Agreement provided that, for purposes of determining the number of shares issuable, the common stock would be valued at $1.09 per share, which was the purchase price of the common stock in the Purchase Agreement.
2. Consists of 12,112,627 shares of the common stock held by Accelmed Growth Partners, L.P. Uri Geiger is the controlling member and managing partner of Accelmed Growth Partners (AGP) Limited, which is the general partner of Accelmed Growth Partners (GP), L.P., which is the general partner of Accelmed Growth Partners, L.P. and as a result Uri Geiger may be deemed to beneficially own the shares of common stock held by Accelmed Growth Partners, L.P. Uri Geiger is the controlling shareholder and managing partner of Accelmed Growth Partners Management Ltd., which has certain voting and dispositive power over the 12,112,627 shares of common stock owned by Accelmed Growth Partners, L.P. pursuant to a management agreement, and as a result Uri Geiger may be deemed to beneficially own the shares of the common stock held by Accelmed Growth Partners, L.P.
/s/ Uri Geiger 09/10/2018
** Signature of Reporting Person Date
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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