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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 |
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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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant (right to buy) | $ 3.7656 | 10/31/2017 | M | 16,892 (2) | 11/05/2012 | 11/05/2017 | Common Stock | 16,892 | $ 1.1796 (3) | 0 | I | By Regals Fund LP |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Slager David Mark 152 WEST 57TH STREET, 9TH FLOOR NEW YORK, NY 10019 |
X |
/s/ David Slager | 11/01/2017 | |
**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. Slager is Managing Member of the general partner of Regals Capital Management LP ("Regals Management"). Regals Management is the investment manager of Regals Fund LP (the "Fund"). The securities reported herein are held for the account of the Fund. Pursuant to Rule 16a-1(a)(4) under the Act, Mr. Slager disclaims beneficial ownership in the securities owned by the Fund except to the extent, if any, of his pecuniary interest therein. |
(2) | The number of shares underlying such warrant and the applicable exercise price reflect a one-for-twelve reverse stock split effected by the issuer on January 22, 2013. |
(3) | The shares and warrants were purchased as "units" at a price per unit of $4.44 in connection with the Issuer's 2012 private placement. The consideration was allocated to the shares and warrants based on relative fair value. The value allocated to the warrants was estimated by using the Black Scholes option-pricing model. |