|
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 | ||||||||
Warrants | $ 2 | (1) | 10/31/2013 | Common Stock, $0.00001 par value | 16,667 | 16,667 | D | ||||||||
Warrants | $ 1.5 | (1) | 09/25/2013 | Common stock, $0.00001 par value | 100,000 | 100,000 | D | ||||||||
Warrants | $ 1.3 | (1) | 01/07/2014 | Common Stock, $0.00001 par value | 195,000 | 195,000 | D | ||||||||
Options | $ 2.41 | (1) | 03/01/2017 | Common stock, $0.00001 par value | 10,374 | 10,374 | D | ||||||||
Warrant | $ 1.3 | (1) | 07/12/2013 | Common stock, $0.00001 par value | 100,000 | 100,000 | D | ||||||||
Warrant | $ 1.3 | (1) | 07/12/2013 | Common stock, $0.00001 par value | 20,000 | 20,000 | I | Held by "Davis & Associates Inc. 401(k) PSP" (2) | |||||||
Warrant | $ 1.3 | (1) | 07/12/2013 | Common stock, $0.00001 par value | 20,000 | 20,000 | I | Held by "Davis & Associates Inc." (2) | |||||||
Warrants | $ 1.3 | (1) | 08/02/2013 | Common stock, $0.0001 par value | 286,923 | 286,923 | D | ||||||||
Warrants | $ 1.3 | (1) | 01/07/2014 | Common stock, $0.00001 par value | 54,964 | 54,964 | I | Held by "Davis & Associates Inc. 401K PSP" (2) | |||||||
Warrants | $ 1.3 | (1) | 08/02/2013 | Common stock, $0.0001 par value | 20,000 | 20,000 | I | Held by Davis & Associates, Inc. 401(k) PSP (2) | |||||||
Warrants | $ 1.3 | (1) | 01/07/2014 | Common stock, $0.00001 par value | 17,482 | 17,482 | I | Held by "Davis & Associates Inc." (2) | |||||||
Warrants | $ 1.3 | (1) | 08/02/2013 | Common stock, $0.0001 par value | 20,000 | 20,000 | I | Held by Davis & Associates, Inc. (2) | |||||||
Options | $ 1.72 | (1) | 08/10/2017 | Common stock, $0.00001 par value | 14,535 | 14,535 | D | ||||||||
Warrants | $ 1.3 | (1) | 01/07/2014 | Common stock, $0.00001 par value | 50,000 | 50,000 | D | ||||||||
Stock options | $ 0.87 | (1) | 08/09/2018 | Common stock, $0.00001 par value | 28,736 | 28,736 | D | ||||||||
Convertible Note | $ 1.3 | (1) | 09/20/2013 | Common stock, $0.00001 par value | (3) | $ 150,000 | D | ||||||||
Warrant | $ 1.3 | (1) | 01/07/2014 | Common stock, $0.00001 par value | 62,923 | 62,923 | D | ||||||||
Convertible Note | $ 1.3 | (1) | 03/31/2014 | Common stock, $0.00001 par value | (5) | $ 100,000 | D | ||||||||
Stock Options | $ 0.6 | (4) | 08/09/2019 | Common stock, $0.00001 par value | 25,000 | 25,000 | D | ||||||||
Warrant | $ 0.5 | (1) | 04/27/2018 | Common Stock, $0.00001 par value | 340,998 | 56,833 | D | ||||||||
Warrant | $ 0.5 | (1) | 04/27/2013 | Common stock, $0.00001 par value | 291,670 | 632,668 | D | ||||||||
Warrant | $ 0.5 | (6) | 04/27/2018 | Common stock, $0.00001 par value | 295,313 | 295,313 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DAVIS JAMES L 6446 FLYING CLOUD DR EDEN PRAIRIE, MN 55344 |
X | X |
/s/ Alan Shuler, Attorney in Fact for James L. Davis | 08/29/2013 | |
**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) | Currently exercisable |
(2) | Reporting person is the Sole owner of Davis & Associates Inc. and has sole voting power. |
(3) | The Reporting Person holds $150,000, of 10% convertible secured subordinated promissory notes from the Issuer. The promissory note and any accrued interest thereon is convertible at any time at the option of the reporting person into common stock at $1.30 per share. The number of shares to be issued upon conversion will be fixed on the conversion date and reported on a Form 4 within 2 business days after conversion. The Issuer's Board of Directors specifically approved the reporting person's participation in the private placement as exempt from the requirements of Section 16b as provided by Rules 16b-3(d) and 16b-3(e). |
(4) | Annual option award pursuant to the Issuer's compensation policy for Directors upon their re-election to the Board of Directors. The seven-year options vest ratably over the 12 month period from Sepetember 2013 to August 2014. |
(5) | The Reporting Person holds $100,000, of 10% convertible secured subordinated promissory notes from the Issuer. The promissory note and any accrued interest thereon is convertible at any time at the option of the reporting person into common stock at $1.30 per share. The number of shares to be issued upon conversion will be fixed on the conversion date and reported on a Form 4 within 2 business days after conversion. The Issuer's Board of Directors specifically approved the reporting person's participation in the private placement as exempt from the requirements of Section 16b as provided by Rules 16b-3(d) and 16b-3(e). |
(6) | The issuer issued the warrants to the Reporting Person as consideration for a $450,000 loan guarantee for the period from April 1, 2013 to February 15, 2014. The warrants will vest as to 28,125 shares on the first of each month from April 2013 to January, 2014, and as to 14,063 share on February 1, 2014, subject to adjustment if the amount of the loan guaranteed should change. The issuer's Board of Directors specifically approved the reporting person's participation in the private placement as exempt from the requirements of Section 16b as provided by Rules 16b-3(d) and 16b-3(e). |
Remarks: EXHIBIT 24: Power of Attorney |