March 2015,

50

“MT Preferred Stock”) and warrants to purchase up to shares of MT Common Stock to the MT Investors for a purchase price of per unit. A unit consists of share of MT Preferred Stock and warrants to purchase MT Common Stock. Under the agreement, of the MT Preferred Stock and warrants are committed to be purchased by Dr. Goldberg, and the balance by Platinum. The full shares of MT Preferred Stock and warrants that be sold under the agreement are convertible into, and exercisable for, MT Common Stock representing an aggregate interest on a fully converted and exercised basis. Navidea owns the remainder of the MT Common Stock. On definitive agreements with the MT Investors were signed for the sale of the tranche of shares of MT Preferred Stock and warrants to purchase shares of MT Common Stock to the MT Investors, with gross proceeds to MT of The MT Common Stock held by parties other than Navidea is reflected on the consolidated balance sheets as a noncontrolling interest.

$63,000

December 31,

201

and See Notes (m) and In addition, the MT Preferred Stock was immediately available for conversion upon issuance and includes a beneficial conversion feature, resulting in a deemed dividend of related to the beneficial conversion feature. Finally, certain provisions of the Securities Purchase Agreement obligate the MT Investors to acquire the remaining MT Preferred Stock and related warrants for million at the option of MT. The estimated relative fair value of this put option was at issuance based on the Black-Scholes option pricing model and is classified within stockholders' equity.

MT Investors providing them an option to exchange their MT Preferred Stock for our common stock in the event that MT has completed a public offering with gross proceeds to MT of at least million by the anniversary of the closing of the initial sale of MT Preferred Stock, at an exchange rate per share obtained by dividing by the greater of (i) of the -day volume weighted average price per share of our common stock on the anniversary of the initial closing or (ii) To the extent that the MT Investors do timely exercise their exchange right, MT has the right to redeem their MT Preferred Stock for a price equal to per share. We also granted MT an exclusive license for certain therapeutic applications of the Manocept technology.

December 2015

May 2016,

$200,000

not

During the year ended the Company recorded the entire as a current liability pending determination of the form of compensation.

July 2016,

’s Board of Directors authorized modification of the original investments of by Platinum and by Dr. Goldberg to a convertible preferred stock with a PIK coupon retroactive to the time the initial investments were made. The conversion price of the preferred will remain at the million initial market cap but a full ratchet was added to enable the adjustment of conversion price, warrant number and exercise price based on the valuation of the institutional investment round. In addition, the MT Board authorized issuance of additional convertible preferred stock with the same terms to Platinum as compensation for the additional of investments made in and Based on the MT Board’s authorization of additional equity, the Company reclassified the additional from a current liability to equity during the year ended As of the date of filing of this Form -K, final documents related to the above transactions authorized by the MT Board have been completed.