Form 4: Venus Concept Inc.: Masters Capital Management Reports Transactions in Common Stock and Convertible Preferred Stock

Michael Masters and related entities report the conversion of preferred stock into common stock and sales of common stock of Venus Concept Inc.

Summary

• Michael Masters, along with several related entities including Masters Capital Management, Marlin Fund, and MSS VC SPV LP, reported transactions in Venus Concept Inc. (VERO) common stock and convertible preferred stock.
• On June 7, 2024, entities managed by Michael Masters sold a total of 387,231 shares of common stock at a price of $1.2034 per share and 53,895 shares at $1.2228.
• On June 10, 2024, convertible preferred stock was converted into common stock: 330,684 shares for Marlin Fund, 262,680 shares for Marlin Fund II, 24,002 shares for Marlin Fund III, and 49,336 shares for Marlin Master Fund Offshore II, LP.
• On June 11, 2024, MSS VC SPV LP converted preferred stock into 233,345 shares of common stock and sold 102,717 shares at $1.1958.
• As of June 11, 2024, Michael Masters is the only reporting person with beneficial ownership of more than 10% of the common stock of the issuer.

Sentiment

Score: 5

Explanation: The sentiment is neutral as the document primarily reports transactions without expressing an opinion on the company's prospects. The sales could be seen as slightly negative, but the conversions could be viewed as slightly positive.

Negatives

• The sales of common stock by entities associated with Michael Masters could be interpreted negatively by the market.

Risks

• Continued sales of shares by major shareholders could put downward pressure on the stock price.
• The conversion of preferred stock into common stock could dilute existing shareholders' equity.

Management Comments

• Each of the Reporting Persons disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

Industry Context

Form 4 filings are standard disclosures required by the SEC when insiders or major shareholders trade in their company's stock, providing transparency to the market.

Stakeholder Impact

• Shareholders may react to the reported transactions, potentially influencing the stock price.
• The transactions could affect investor confidence depending on their interpretation of the motives behind the sales and conversions.

Key Dates

Keywords

Venus Concept Inc., VERO, Michael Masters, Masters Capital Management, Marlin Fund, MSS VC SPV LP, Common Stock, Convertible Preferred Stock, Beneficial Ownership, Form 4, Transactions, Sales, Conversions