SEC FORM 3 SEC Form 3
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*
Smith Geoffrey Wade

(Last) (First) (Middle)
C/O ORCHESTRA BIOMED HOLDINGS, INC.
150 UNION SQUARE DRIVE

(Street)
NEW HOPE PA 18938

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2023
3. Issuer Name and Ticker or Trading Symbol
Orchestra BioMed Holdings, Inc. [ OBIO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
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)
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
Warrants (Right to Buy)(1) (2) 01/26/2028 Common Stock 15,000 11.5 D
Explanation of Responses:
1. Received prior to the business combination of Orchestra BioMed, Inc. ("Orchestra") with Health Sciences Acquisitions Corporation 2 ("HSAC2") pursuant to which, among other things, HSAC2 domesticated as a Delaware corporation and changed its name to "Orchestra BioMed Holdings, Inc." ("New Orchestra") and, promptly thereafter, HSAC Olympus Merger Sub, Inc. merged with and into Orchestra with Orchestra surviving the merger as a wholly owned subsidiary of New Orchestra.
2. Fifty percent (50%) of these warrants will become exercisable 24 months after completion of the business combination and the remaining fifty percent (50%) of these warrants will become exercisable 36 months after completion of the business combination, in each case subject to the reporting person's continued service with New Orchestra or one of its subsidiaries through such date.
Remarks:
Exhibit List - Exhibit 24.1 - Power of Attorney
Geoffrey W. Smith 01/30/2023
** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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                                                                   Exhibit 24.1

                               POWER OF ATTORNEY

     KNOW ALL PERSONS BY THESE PRESENTS, that I, Geoffrey W. Smith, hereby
constitute and appoint Todd Finger, my true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution for me and in my name,
place and stead, to sign any Form ID (Uniform Application for Access Codes to
File on EDGAR), reports on Form 3 (Initial Statement of Beneficial Ownership of
Securities), Form 4 (Statement of Changes in Beneficial Ownership of Securities)
and Form 5 (Annual Statement of Beneficial Ownership of Securities) relating to
transactions by me in Common Stock or other securities of Orchestra BioMed
Holdings, Inc. and all amendments thereto, and to file the same, with the
Securities and Exchange Commission and the appropriate securities exchange,
granting unto said attorney-in-fact and agent, or his substitute, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in and about the premises, as fully to all intents and purposes as I
might or could do in person, hereby ratifying and confirming all that said
attorney-in-fact and agent, or his substitute, may lawfully do or cause to be
done by virtue hereof.  This Power of Attorney shall be effective until such
time as I deliver a written revocation thereof to the above-named attorney-in-
fact and agent.


Dated: 01/30/2023                 /s/ Geoffrey W. Smith
                                  ---------------------
                                  Geoffrey W. Smith