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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 | ||||||||
Common Stock Purchase Warrants (right to buy) | $ 0.2 | 03/21/2013 | J(1) | 1,200,000 | (2) | 03/20/2018 | Common Stock, $0.001 par value per share | 1,200,000 | (1) | 1,200,000 | D | ||||
Common Stock Purchase Warrants (right to buy) | $ 0.18 | (2) | 10/30/2017 | Common Stock, $0.001 par value per share | 188,285 | 188,285 | D | ||||||||
Common Stock Purchase Warrants (right to buy) | $ 0.2 | (2) | 04/16/2014 | Common Stock, $0.001 par value per share | 250,000 | 250,000 | D | ||||||||
Common Stock Purchase Warrants (right to buy) | $ 0.25 | (2) | 01/14/2015 | Common Stock, $0.001 par value per share | 1,600,000 | 1,600,000 | D | ||||||||
Series B Convertible Preferred Stock | (3) | (2) | (3) | Common Stock, $0.001 par value per share | 6,400,000 | 6,400 | D | ||||||||
Series A-1 Convertible Preferred Stock | (4) | (2) | (4) | Common Stock, $0.001 par value per share | 14,832 | 14.832 | D | ||||||||
Employee Stock Option | $ 0.09 | (2) | 08/20/2020 | Common Stock, $0.001 par value per share | 10,000 | 10,000 | D | ||||||||
Employee Stock Option | $ 0.51 | (2) | 08/17/2017 | Common Stock, $0.001 par value per share | 8,000 | 8,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Steffens John C/O SPRING MOUNTAIN CAPITAL, LP 65 EAST 55TH STREET, 33RD FLOOR NEW YORK, NY 10022 |
X | X |
/s/ John L. Steffens | 04/25/2013 | |
**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) | On March 21, 2013, the Reporting Person received from the Issuer 6,000,000 shares of Common Stock and warrants to purchase 1,200,000 shares of Common Stock as consideration for the cancellation of debt held by the Reporting Person with an aggregate principal amount of $300,000, based on a price of $0.05 per share of Common Stock, the closing price of the Common Stock on the date of issuance. |
(2) | The securities reported herein are currently exercisable. |
(3) | The Series B Convertible Preferred Stock is convertible into common stock at any time on a one-for-1,000 basis, and has no expiration date. |
(4) | The Series A-1 Convertible Preferred Stock is convertible into common stock at any time on a one-for-1,000 basis, and has no expiration date. |