SEC Comment Letter for PULSE BIOSCIENCES, INC. (PLSE) (CIK 0001625101) (PLSE) — May 7, 2020
PULSE BIOSCIENCES, INC. (PLSE) (CIK 0001625101)
Date: May 7, 2020 · CIK: 0001625101 · Accession: 0000000000-20-004004
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File numbers found in text: 333-237577
Letter
United States securities and exchange commission logo May 7, 2020 Darrin R. Uecker President, Chief Executive Officer and Director Pulse Biosciences, Inc. 3957 Point Eden Way Hayward, CA 94545 Re:Pulse Biosciences, Inc. Amendment No. 4 to Registration Statement on Form S-3 Filed May 7, 2020 File No. 333-237577 Dear Mr. Uecker: We have reviewed your amended registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Amendment No. 4 to Registration Statement on Form S-3 filed May 7, 2020 Cover Page 1.We note your response to our oral comment issued May 6, 2020. Although Rule 430A of the Securities Act of 1933 permits registrants to omit certain pricing-related information from a registration statement that is declared effective, your filing must include the principal amount of securities to be offered in a pre-effective amendment. Accordingly, revise your registration statement to disclose the total number of units you are registering, rather than registering a dollar amount. For guidance, refer to Question 227.02 of Compliance and Disclosure Interpretations for Securities Act Rules.
FirstName LastNameDarrin R. Uecker Comapany NamePulse Biosciences, Inc. May 7, 2020 Page 2 FirstName LastName Darrin R. Uecker Pulse Biosciences, Inc. May 7, 2020 Page 2 You may contact Jeffrey Gabor at 202-551-2544 or Celeste Murphy at 202-551-3257 with any questions. Sincerely, Division of Corporation Finance Office of Life Sciences cc: Andrew D. Hoffman, Esq.
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United States securities and exchange commission logo
May 7, 2020
Darrin R. Uecker
President, Chief Executive Officer and Director
Pulse Biosciences, Inc.
3957 Point Eden Way
Hayward, CA 94545
Re:Pulse Biosciences, Inc.
Amendment No. 4 to Registration Statement on Form S-3
Filed May 7, 2020
File No. 333-237577
Dear Mr. Uecker:
We have reviewed your amended registration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Amendment No. 4 to Registration Statement on Form S-3 filed May 7, 2020
Cover Page
1.We note your response to our oral comment issued May 6, 2020. Although Rule 430A of
the Securities Act of 1933 permits registrants to omit certain pricing-related information
from a registration statement that is declared effective, your filing must include the
principal amount of securities to be offered in a pre-effective amendment. Accordingly,
revise your registration statement to disclose the total number of units you are registering,
rather than registering a dollar amount. For guidance, refer to Question 227.02 of
Compliance and Disclosure Interpretations for Securities Act Rules.
FirstName LastNameDarrin R. Uecker
Comapany NamePulse Biosciences, Inc.
May 7, 2020 Page 2
FirstName LastName
Darrin R. Uecker
Pulse Biosciences, Inc.
May 7, 2020
Page 2
You may contact Jeffrey Gabor at 202-551-2544 or Celeste Murphy at 202-551-3257
with any questions.
Sincerely,
Division of Corporation Finance
Office of Life Sciences
cc: Andrew D. Hoffman, Esq.