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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 Option (right to buy) | $ 3.72 | 03/28/2019 | A | 2,450,000 | (2) | 03/28/2019 | Common stock | 2,450,000 | $ 0 | 2,450,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Monnet Dominique 932 SOUTHWOOD BLVD. INCLINE VILLAGE, NV 89451 |
President and CEO |
/s/ Nathan Kryszak, Attorney-in-Fact for Dominique Monnet | 03/29/2019 | |
**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) | The restricted stock units will vest as follows: (a) one-third (1/3) of the shares subject to the award shall vest on the one year anniversary of January 1, 2019, (b) one-third (1/3) of the shares subject to the award shall vest on the two year anniversary of January 1, 2019, and (c) one-third (1/3) of the shares subject to the award shall vest on the three year anniversary of January 1, 2019. |
(2) | The stock options will vest as follows: (a) 25% of the shares subject to the option shall vest on the one year anniversary of January 1, 2019 and (b) 75% of the shares subject to the option shall vest on a monthly basis pro rata over the thirty-six (36) months following the one year anniversary of January 1, 2019, provided that the recipient's continuous service has not terminated prior to the applicable vesting date, subject to earlier vesting upon a change in control and certain qualifying terminations of employment provided in the severance agreement between the issuer and the recipient. |