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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 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 | ||||||||
Series A-1 Preferred Stock | (1) | 06/29/2018 | C | 1,000,000 | (1) | (1) | Common Stock | 1,301,611 (3) | $ 0 | 0 | I | See Footnotes (5) (7) | |||
Series A-2 Preferred Stock | (2) | 06/29/2018 | C | 400,000 | (2) | (2) | Common Stock | 501,824 (3) | $ 0 | 0 | I | See Footnotes (6) (7) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Satori Capital, LLC 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X | X | ||
SCGPM, LLC 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X | |||
Satori Capital Strategic Opportunities GP, LLC 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X | |||
Satori Capital III GP, LLC 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X | |||
Satori Capital Strategic Opportunities, LP 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X | |||
Satori Capital III, LP 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X | |||
VANDERBECK SUNNY 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X | |||
Eisenman Randy 2501 N. HARWOOD ST., 20TH FLOOR, DALLAS, TX 75201 |
X |
Satori Capital, LLC; By: /s/ Sunny Vanderbeck; Title: President | 10/24/2018 | |
**Signature of Reporting Person | Date | |
SCGPM, LLC; By: /s/ Sunny Vanderbeck; Title: President | 10/24/2018 | |
**Signature of Reporting Person | Date | |
Satori Capital Strategic Opportunities GP, LLC; By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck; Title: President | 10/24/2018 | |
**Signature of Reporting Person | Date | |
Satori Capital III GP, LLC; By: SCGPM, LLC, its Manager, By: /s/ Sunny Vanderbeck; Title: President | 10/24/2018 | |
**Signature of Reporting Person | Date | |
Satori Capital Strategic Opportunities, LP.; By: Satori Capital Strategic Opportunities GP, LLC, its General Partner, By: SCGPM, LLC, its Manager; By: /s/ Sunny Vanderbeck; Title: President | 10/24/2018 | |
**Signature of Reporting Person | Date | |
Satori Capital III, LP; By: Satori Capital III GP, LLC, its General Partner, By: SCGPM, LLC, its Manager; By: /s/ Sunny Vanderbeck; Title: President | 10/24/2018 | |
**Signature of Reporting Person | Date | |
Sunny Vanderbeck; By: /s/ Sunny Vanderbeck | 10/24/2018 | |
**Signature of Reporting Person | Date | |
Randy Eisenman; By: /s/ Randy Eisenman | 10/24/2018 | |
**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) | Upon the closing of the Issuer's initial public offering on June 29, 2018, 1,000,000 shares of Series A-1 Preferred Stock, along with the aggregate accrued or accumulated and unpaid dividends thereon, automatically converted into 1,301,611 shares of common stock of the Issuer. |
(2) | Upon the closing of the Issuer's initial public offering on June 29, 2018, 400,000 shares of Series A-2 Preferred Stock, along with the aggregate accrued or accumulated and unpaid dividends thereon, automatically converted into 501,824 shares of common stock of the Issuer. |
(3) | Reflects 1-for-2.5 reverse stock split which became effective on June 29, 2018. |
(4) | Represents 1,256,093 shares of Common Stock owned by Satori Capital Strategic Opportunities, LP ("Satori CSO") and 547,342 shares of Common Stock owned by Satori Capital III, LP ("SCIII"). Satori Capital Strategic Opportunities GP, LLC ("Satori CSOGP"), is the general partner of Satori CSO and Satori Capital III GP, LLC ("SCIIIGP"), is the general partner of SCIII. SCGPM, LLC ("SCGPM") is the manager of Satori CSOGP and SCIIIGP and may be deemed to share voting and dispositive power with respect to the shares held by Satori CSO and SCIII. SCGPM is wholly owned and controlled by Satori Capital, LLC ("Satori Capital"), which is indirectly owned and controlled by Sunny Vanderbeck and Randy Eisenman through entities that Sunny Vanderbeck or Randy Eisenman own or control. |
(5) | Represents 696,500 shares of Series A-1 Preferred Stock owned by Satori CSO and 303,500 shares of Series A-1 Preferred Stock owned by SCIII. |
(6) | Represents 280,000 shares of Series A-2 Preferred Stock owned by Satori CSO and 120,000 shares of Series A-2 Preferred Stock owned by SCIII. |
(7) | This amendment is being filed to correct the number of shares of Common Stock into which the Series A-1 Preferred Stock and Series A-2 Preferred Stock were converted. |