SEC Form 4 · accession 0001144204-18-029581
CHARLES & COLVARD LTD · CTHR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ollin B Sykes
Director
Period of report
May 16, 2018
Accepted (ET)
May 17, 2018 · 5:13 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001015155
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 348,484 | D | ||
| Common StockF1 | holding | — | — | — | 878,147 | I | By Ollin Sykes TR FBO Sykes & Company PA 401(k) Profit Sharing Plan UA Jan 01, 1985 | |
| Common Stock | holding | — | — | — | 100,000 | I | By SEP IRA | |
| Common Stock | holding | — | — | — | 35,787 | I | By spouse | |
| Common StockF2 | holding | — | — | — | 918 | I | By Sykesco Investment Partners | |
| Common Stock | holding | — | — | — | 38,323 | I | By ROTH IRA | |
| Common Stock | holding | — | — | — | 17,096 | I | By IRA |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $1.23 | May 16, 2018 | A | 20,325 | A | Nov 8, 2018 | May 16, 2028 | Common stock | 20,325 | 20,325 | D |
Explanation of responses
- F1Ollin Sykes is the trustee of the Sykes & Company PA 401(k) Profit Sharing Plan UA Jan 01, 1985. The aggregate shares of the Issuer's common stock reported as held by the plan include 132,176 shares held in Mr. Sykes's personal 401(k) account under the plan. Mr. Sykes disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F2Mr. Sykes is a partner within this investment partnership and has shared voting and investment power over these shares.
- F3As a result of the issuer's change in fiscal year end and the related shift in the 2018 Annual Shareholders' Meeting from May to November (the "Corporate Changes"), this option represents 50% of the annual option award prescribed by the issuer's board compensation program and vests and becomes exercisable on the date of the 2018 Annual Shareholders' Meeting. Also in connection with the Corporate Changes, the issuer's Board of Directors revised the vesting date of the prior option granted to the reporting person in May 2017 to be as of May 17, 2018 instead of the date of the 2018 Annual Shareholders' Meeting.
Remarks
Exhibit 24.1 - Power of Attorney