SEC Form 3 · accession 0001117768-18-000673
Troika Media Group, Inc. · MTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nicola Stephenson
Director
Period of report
Jun 29, 2018
Accepted (ET)
Jul 19, 2018 · 4:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001021096
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $.001 par valueF1 | holding | — | — | — | 25,000,000 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Consists of five million shares issued at closing and twenty million shares to be held in escrow, and released in four equal installments on each of the four anniversary dates following the June 29, 2018 closing; provided that Ms. Stephenson has not been terminated from employment and has not quit without Good Reason (as defined) and that she is not in Material Breach (as defined) of the Goodwill Purchase Agreement. The shares are subject to the terms and conditions of a Lock-Up/Leak-Out Agreement until July 1, 2021.