Form 3 ClearPoint Neuro, Inc. For: May 13 Filed by: STIGALL L. JEREMY

May 19, 2022 10:00 PM EDT

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FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person *
STIGALL L. JEREMY

(Last) (First) (Middle)
C/O CLEARPOINT NEURO, INC.
120 S. SIERRA AVE., SUITE 100

(Street)
SOLANA BEACH CA 92075

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/13/2022
3. Issuer Name and Ticker or Trading Symbol
ClearPoint Neuro, Inc. [ CLPT ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
GM, Biologics & Drug Delivery
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock $ 25,683 (1)
D
 
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   (2) 08/20/2031 Common Stock 5,875 16.71 D  
Explanation of Responses:
1. Includes 22,563 shares of restricted stock, 19,274 shares of which are unvested as of the date of this filing.
2. The option agreement provides that the option becomes exercisable twenty percent (20%) on the first anniversary of the option's grant date with the remaining eighty percent (80%) becoming exercisable in two equal annual installments on the second and third anniversaries, respectively, of the option's grant date. The option was granted on August 20, 2021.
Remarks:
Power of Attorney is attached to this Form 3 as Exhibit 24.
/s/ Richard F. Mattern by Power of Attorney for Jeremy L. Stigall 05/19/2022
** 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).
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Exhibit 24

 

POWER OF ATTORNEY

 

Know all by these presents, that the undersigned hereby constitutes and appoints each of Joseph M. Burnett, Ellisa Cholapranee, Danilo D’Alessandro, Richard F. Mattern, Whitney L. Burnley and Alison Shores, signing singly, the undersigned's true and lawful attorney-in-fact to:

 

1. execute for and on behalf of the undersigned, in the undersigned's capacity as a director or executive officer of ClearPoint Neuro, Inc. (the “Company”), a Form ID and Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder;

 

2. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID and Forms 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

 

3. take any and all other actions of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

By signing below, the undersigned does hereby revoke any and all other power of attorney documents previously and otherwise executed in connection with the undersigned’s obligations as a director or executive officer of the Company to complete, execute and file Form IDs and Forms 3, 4 and 5, any amendment or amendments thereto, or to do and perform any and all such other actions which may be necessary or desirable in connection therewith. The undersigned hereby gives notice to all who have received, relied on or acted upon such previously executed power of attorney documents and all other interested parties that the undersigned withdraws every power and authority thereby given and declares such power of attorney documents null and void and of no further force or effect.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed on the 13th day of May, 2022.

 

 

 

By: /s/ Jeremy L. Stigall
Name: Jeremy L. Stigall

 



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