Sec Form 4 Filing - Wolfen Richard M. @ RxSight, Inc. - 2021-08-03

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
Wolfen Richard M.
2. Issuer Name and Ticker or Trading Symbol
RxSight, Inc. [ RXST]
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 RXSIGHT, INC., 100 COLUMBIA
3. Date of Earliest Transaction (MM/DD/YY)
08/03/2021
(Street)
ALISO VIEJO, CA92656
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 08/03/2021 C 76,974 A $ 0 ( 1 ) ( 3 ) ( 5 ) ( 6 ) ( 8 ) ( 9 ) 78,170 D
Common Stock 08/03/2021 C 1,489,805 A $ 0 ( 1 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) ( 7 ) ( 8 ) ( 9 ) 1,762,074 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 (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 Exe rcisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock ( 1 ) 08/03/2021 C 2,800 ( 1 ) ( 1 ) Common Stock 2,800 $ 0 ( 1 ) 0 D
Series A Preferred Stock ( 1 ) 08/03/2021 C 11,714 ( 1 ) ( 1 ) Common Stock 11,714 $ 0 ( 1 ) 0 I See footnote ( 2 )
Series B Preferred Stock ( 3 ) 08/03/2021 C 2,017 ( 3 ) ( 3 ) Common Stock 2,017 $ 0 ( 3 ) 0 D
Series B Preferred Stock ( 3 ) 08/03/2021 C 246,054 ( 3 ) ( 3 ) Common Stock 246,054 $ 0 ( 3 ) 0 I See footnote ( 2 )
Series C Preferred Stock ( 4 ) 08/03/2021 C 398,810 ( 4 ) ( 4 ) Common Stock 408,814 $ 0 ( 4 ) 0 I See footnote ( 2 )
Series D Preferred Stock ( 5 ) 08/03/2021 C 10,807 ( 11 ) ( 5 ) ( 5 ) Common Stock 12,586 $ 0 ( 5 ) 0 D
Series D Preferred Stock ( 5 ) 08/03/2021 C 43,547 ( 11 ) ( 5 ) ( 5 ) Common Stock 50,711 $ 0 ( 5 ) 0 I See footnote ( 2 )
Series E Preferred Stock ( 6 ) 08/03/2021 C 4,840 ( 6 ) ( 6 ) Common Stock 5,887 $ 0 ( 6 ) 0 D
Series E Preferred Stock ( 6 ) 08/03/2021 C 18,150 ( 6 ) ( 6 ) Common Stock 22,077 $ 0 ( 6 ) 0 I See footnote ( 2 )
Series F Preferred Stock ( 7 ) 08/03/2021 C 154,886 ( 7 ) ( 7 ) Common Stock 235,499 $ 0 ( 7 ) 0 I See footnote ( 2 )
Series G Preferred Stock ( 8 ) 08/03/2021 C 42,552 ( 8 ) ( 8 ) Common Stock 42,552 $ 0 ( 8 ) 0 D
Series G Preferred Stock ( 8 ) 08/03/2021 C 357,227 ( 8 ) ( 8 ) Common Stock 357,227 $ 0 ( 8 ) 0 I See footnote ( 2 )
Series H Preferred Stock ( 9 ) 08/03/2021 C 9,680 ( 9 ) ( 9 ) Common Stock 9,680 $ 0 ( 9 ) 0 D
Series H Preferred Stock ( 9 ) 08/03/2021 C 157,709 ( 9 ) ( 9 ) Common Stock 157,709 $ 0 ( 9 ) 0 I See footnote ( 2 )
Warrant (right to buy) $ 12.4 08/03/2021 M( 10 ) 1,452 02/24/2017 ( 10 ) Series H Preferred Stock ( 9 ) 1,452 $ 0 ( 9 ) 0 D
Series H Preferred Stock $ 12.4 08/03/2021 M( 10 ) 1,452 ( 9 ) ( 9 ) Common Stock 1,452 $ 0 ( 9 ) 1,452 D
Series H Preferred Stock ( 9 ) 08/03/2021 C( 10 ) 1,452 ( 9 ) ( 9 ) Common Stock 1,452 $ 0 ( 9 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wolfen Richard M.
C/O RXSIGHT, INC.
100 COLUMBIA
ALISO VIEJO, CA92656
X
Signatures
/s/ Shelley Thunen, as Attorney-in-Fact 08/05/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )All shares of the Series A Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 2 )Shares held by various trusts and other entities for which the Reporting Person serves as trustee, investment advisor or manager and, in such capacity, has sole voting and dispositive over all such shares.
( 3 )All shares of the Series B Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 4 )All shares of the Series C Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-1.0251 basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 5 )All shares of the Series D Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-1.1647 basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 6 )All shares of the Series E Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-1.2164 basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 7 )All shares of the Series F Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-1.5205 basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 8 )All shares of the Series G Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 9 )All shares of the Series H Preferred Stock, par value $0.001 per share, of the Issuer automatically converted on a one-for-one basis to shares of the Issuer's common stock, par value $0.001 per share ("Common Stock") immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 10 )The warrant was exercised for Series H Preferred Stock immediately prior to the closing of the Issuer's initial public offering of its Common Stock.
( 11 )The number of shares of Series D Preferred Stock reported as beneficially held by the Reporting Person in the Form 3 filed July 29, 2021 incorrectly allocated the number of shares directly and indirectly held.

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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