CUSIP NO. 462684101
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13D/A
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1
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NAME OF REPORTING PERSONS
Paragon Associates and Paragon Associates II Joint Venture
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) □ (b) □
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS*
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
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NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
7
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SOLE VOTING POWER
789,818
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
789,818
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
789,818
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) ☐
EXCLUDES CERTAIN SHARES* |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.99%**
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14
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TYPE OF REPORTING PERSON*
OO
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CUSIP NO. 462684101
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13D/A
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1
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NAME OF REPORTING PERSONS
Paragon JV Partners, LLC
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) □ (b) □
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS*
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
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NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
7
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SOLE VOTING POWER
789,818
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
789,818
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
789,818
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) ☐
EXCLUDES CERTAIN SHARES* |
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.99%**
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14
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TYPE OF REPORTING PERSON*
OO
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CUSIP NO. 462684101
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13D/A
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1
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NAME OF REPORTING PERSONS
Bradbury Dyer III
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) □ (b) □
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS*
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: |
7
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SOLE VOTING POWER
789,818
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
789,818
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
789,818
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|
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) ☐
EXCLUDES CERTAIN SHARES*
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.99%**
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14
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TYPE OF REPORTING PERSON*
IN
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Item 5.
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Interest in Securities of the Issuer
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(a) As of September 1, 2021, Paragon JV, by virtue of carrying out the purposes of Paragon, Paragon II and Paragon III per the joint venture agreement of Paragon
JV, a copy of which was filed as Exhibit 2 to the Original 13D and is incorporated herein by reference, as subsequently amended by the First Amendment thereto, a copy of which was filed as Exhibit 3 to the Original 13D, beneficially owns
789,818 shares of Common Stock, which represents 4.99% of the Issuer’s outstanding shares of Common Stock.
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The percentage of ownership of the Reporting Persons, as reported in this Schedule 13D was calculated by dividing (i) 789,818 shares of Common Stock owned by Paragon JV, by (ii) 15,832,258 shares of Common
Stock outstanding as of August 5, 2021 based upon the Form 10-Q filed with the Securities and Exchange Commission on August 12, 2021.
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Paragon GP does not have direct beneficial ownership of the 789,818 shares of the Issuer’s Common Stock; however, Paragon GP, as the general partner of each of Paragon, Paragon II and Paragon III, may be
deemed, for purposes of determining beneficial ownership pursuant to Rule 13d-3, to have indirect beneficial ownership of such shares.
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Mr. Dyer does not have direct beneficial ownership of the 789,818 shares of the Issuer’s Common Stock; however, Mr. Dyer, as sole and managing member of Paragon GP, and as agent for Paragon JV, may be
deemed, for purposes of determining beneficial ownership pursuant to Rule 13d-3, to have indirect beneficial ownership of such shares.
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(b) Paragon JV has the power to vote and dispose of the 789,818 shares of Common Stock it holds; Paragon GP, as the general partner of each of
Paragon, Paragon II and Paragon III, has the power to vote and dispose of the 789,818 shares of Common Stock held by Paragon JV; and Mr. Dyer, as the sole and managing member of Paragon JV and the authorized agent of Paragon JV, has the
power to vote and dispose of the 789,818 shares of Common Stock held by Paragon JV.
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(c) Except as reported in the Schedule 13D, Annex A attached hereto lists all transactions in the Common Stock during the past sixty (60) days
by the Reporting Persons. The transactions in the Common Stock were effected in the open market.
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(d) Not Applicable.
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(e) As a result of the transactions described herein, on August 31, 2021 each of the Reporting Persons ceased to be the beneficial owner of more than five percent of the outstanding shares of Common Stock. The
filing of this Amendment represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons.
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Date: September 1, 2021
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PARAGON ASSOCIATES AND PARAGON ASSOCIATES II JOINT VENTURE
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By: /s/ Bradbury Dyer III
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Name: Bradbury Dyer III
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Title: Authorized Agent
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PARAGON JV PARTNERS, LLC |
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By: /s/ Bradbury Dyer III
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Name: Bradbury Dyer III |
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Title: Sole and Managing Member
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BRADBURY DYER III |
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By: /s/ Bradbury Dyer III
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Trade
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Buy /
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Shares of
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Price per Share
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Date
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Security
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(Sell)
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Common Stock
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(US$)
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----------
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-------------------------
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----
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--------------
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--------------
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7/20/2021
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Iridex Corp IRIX
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(Sell)
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25,000
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$ 6.6298 (1)
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7/21/2021
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Iridex Corp IRIX
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(Sell)
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12,467
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$ 6.6478
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7/22/2021
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Iridex Corp IRIX
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(Sell)
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25,000
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$6.6457 (2)
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8/2/2021
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Iridex Corp IRIX
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(Sell)
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12,065
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$ 6.6303 (3)
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8/3/2021
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Iridex Corp IRIX
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(Sell)
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12,935
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$ 6.5936 (4)
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8/4/2021
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Iridex Corp IRIX
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(Sell)
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18,668
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$6.6217 (5)
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8/5/2021
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Iridex Corp IRIX
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(Sell)
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17,051
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$ 6.6634 (6)
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8/6/2021
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Iridex Corp IRIX
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(Sell)
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4,745
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$ 6.5865 (7)
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8/9/2021
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Iridex Corp IRIX
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(Sell)
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8,150
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$ 6.5921 (8)
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8/10/2021
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Iridex Corp IRIX
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(Sell)
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4,142
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$ 6.6481 (9)
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8/12/2021
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Iridex Corp IRIX
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(Sell)
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10,863
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$6.6215 (10)
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8/24/2021
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Iridex Corp IRIX
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(Sell)
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3,445
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$ 7.8112 (11)
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8/25/2021
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Iridex Corp IRIX
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(Sell)
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400
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$ 7.815
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8/26/2021
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Iridex Corp IRIX
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(Sell)
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3,100
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$7.5367
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8/30/2021
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Iridex Corp IRIX
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(Sell)
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12,825
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$ 7.7862 (12)
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8/31/2021
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Iridex Corp IRIX
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(Sell)
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20,000
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$ 7.6911 (13)
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(1)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.60 to $6.6706, inclusive. The reporting persons undertake to provide to the staff of the
Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2), (3). (4), (5), (6), (7), (8), (9), (10), (11), (12), and (13).
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(2)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.62 to $6.65, inclusive.
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(3)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.6101 to $6.7279, inclusive.
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(4)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.58 to $6.6053, inclusive.
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(5)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.59 to $6.64, inclusive.
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(6)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.58 to $6.7157, inclusive.
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(7)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.58 to $6.5911, inclusive.
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(8)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.5875 to $6.6101, inclusive.
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(9)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.60 to $6.685, inclusive.
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(10)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.60 to $6.6364, inclusive.
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(11)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.80 to $7.8606, inclusive.
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(12)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.75 to $7.8443, inclusive.
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(13)
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The sale price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.61 to $7.75, inclusive.
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