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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
GEORGE W WHITNEY C/O SPROTT ASSET MANAGEMENT USA INC. 1910 PALOMAR POINT WAY, SUITE 200 CARLSBAD, CA 92008 |
X | X | Senior Portfolio Manager |
/s/ W. Whitney George | 04/10/2019 | |
**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) | Shares held by a trust established for the benefit of Mr. George's children. As beneficiaries of the trust, Mr. George's children have a pecuniary interest in the trust. Mr. George may be deemed to beneficially own the shares held by the trust. |
(2) | Shares held by The Mallory Descendant's Trust U/T/A DTD 12/31/2013 (the "Descendant's Trust"). Mr. George serves as trustee of the Descendant's Trust and, in such capacity, has investment and voting discretion over shares held by the Descendant's Trust. As a beneficiary of the Descendant's Trust, Mr. George's spouse has a pecuniary interest in the Descendant's Trust. Mr. George may be deemed to beneficially own the shares held by the Descendant's Trust. |
(3) | Shares held by The Meredith and Whitney George Family Foundation (the "Foundation"). Mr. George serves as Chairman of the Foundation and, in such capacity, has investment and voting discretion over shares held by the Foundation. |
(4) | Represents transfers as gifts of 5,190 shares to each of Mr. George's three sons, resulting in a cumulative gift transfer of 15,570 shares. Mr. George may be deemed to beneficially own and have a pecuniary interest in the 5,190 shares transferred to the son that resides in Mr. George's household. |
(5) | Represents the weighted average purchase price of multiple transactions with a range of prices between $7.00 and $7.05. Mr. George hereby undertakes to provide, upon request by the Securities and Exchange Commission staff, the issuer, or a stockholder of the issuer, full information regarding the number of shares purchased at each separate price. |
(6) | Represents the weighted average purchase price of multiple transactions with a range of prices between $7.00 and $7.02. Mr. George hereby undertakes to provide, upon request by the Securities and Exchange Commission staff, the issuer, or a stockholder of the issuer, full information regarding the number of shares purchased at each separate price. |
(7) | Amount of shares beneficially owned includes shares acquired under the Issuer's Dividend Reinvestment Program (the "DRIP"). Shares were last acquired under the DRIP on March 29, 2019. |
Remarks: Mr. George disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. George is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |