|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Convertible Note | $ 4 | 08/19/2014 | G | 276,014 | 08/19/2014 | 07/06/2015 | Common Stock | 276,014 | $ 0.01 | 2,309,315 | I | Trustee (1) | |||
Warrants | $ 4 | 08/19/2014 | G | 164,824 | 08/19/2014 | 12/24/2014 | Common Stock | 164,824 | $ 0.01 | 2,474,139 | I | Trustee (1) | |||
Warrants | $ 5 | 08/19/2014 | G | 184,930 | 08/19/2014 | 01/06/2015 | Common Stock | 184,930 | $ 0.01 | 2,659,069 | I | Trustee (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KERSTEN GEERT R |
X | Chief Executive Officer |
Geert Kersten | 08/21/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
(1) | Mr. Kersten is the trustee and one of the beneficiaries of a trust which, on August 19, 2014, received the following by assignment from Maximilian de Clara: (1) a promissory note in the principal amount of $1,104,056 which is convertible into shares of the Company common stock at a conversion price of $4.00 per share; (2) warrants which allow the trust to purchase up to 164,824 shares of the Company common stock at a price of $4.00 per share at any time prior to December 24, 2014; and (3) warrants which allow the trust to purchase up to 184,930 shares of the Company common stock at a price of $5.00 per share at any time prior to January 6, 2015. Mr. de Clara is the President and a director of the Company. |