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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 | ||||||||
Stock Options | $ 11.33 | (1) | 04/19/2012 | Common Stock, $0.00001 par value | 3,000 | 3,000 | D | ||||||||
Stock options | $ 1.5 | (2) | 09/29/2016 | Common stock, $0.00001 par value | 50,000 | 50,000 | D | ||||||||
Warrants | $ 1.3 | 07/12/2010 | J(3) | 50,000 (3) | (1) | 07/12/2013 | Common stock, $0.0001 par value | 50,000 (3) | $ 0 (3) | 50,000 (3) | D | ||||
Promissory Note | $ 1 | 07/12/2010 | C(3) | $ 65,000 | (3) | 07/11/2010 | Cash | $ 65,000 (3) | $ 0 | $ 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KOENIG DAVID 20200 COTTAGEWOOD ROAD DEEPHAVEN, MN 55331 |
X |
Richard B. Thon by power of attorney | 07/15/2010 | |
**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) | Currently exercisable. |
(2) | Options shall vest on the latter of the date that the Company is cleared by the FDA to sell the ProUroScan System in the United States or the date the Company closes on an aggregate of $2,000,000 or more of incremental equity financing after the date of grant(including the exercise of existing warrants). |
(3) | On June 11, 2010, the Company executed a promissory note in the principal amount of $65,000 with a maturity date of December 1, 2010, with interest to accrue daily and payable in Warrants through July 10, 2010. (the "Note"). Warrants accrued at a rate of 333.333 shares of common stock per day up to a maximum warrant coverage of 10,000 shares of common stock per $13,000 original principal amount of Notes, which equals a maximum warrant of 50,000 shares of common stock with respect to the Note. On July 12, 2010, warrants representing the 50,000 shares of accrued warrant interest were be issued to the reporting person. |