SEC Form 4 · accession 0001140361-18-004824
INVE Technologies, Inc. · INVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Feb 1, 2018
Accepted (ET)
Feb 2, 2018 · 5:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001036044
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Feb 1, 2018 | J | 105,500 | — | D | 1,853,004 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Non-Voting Convertible Preferred StockF1,F4 | $4.00 | holding | — | — | — | Dec 21, 2023 | — | Common Stock | 2,388,461 | 2,388,461 | D |
| Series B Non-Voting Convertible Preferred StockF5,F4 | $4.00 | holding | — | — | — | Dec 21, 2023 | — | Common Stock | 611,539 | 611,539 | I |
Explanation of responses
- F1This Form 4 is filed by 21 April Fund, Ltd. ("April Ltd."), First Eagle Investment Management, LLC ("FEIM") and First Eagle Holdings, Inc. ("FEHI" and, collectively with April Ltd. and FEIM, the "Entities"). The Entities disclaim status as a "group" for purposes of this Form 4.
- F2As of February 1, 2018, certain separately managed accounts terminated their relationship with, and are no longer advised by, FEIM. The positions held in such accounts are therefore no longer included herein.
- F3The shares of Common Stock reported herein are indirectly beneficially owned by FEHI and FEIM, a Delaware limited liability company and an investment adviser registered under the Investment Advisers Act of 1940. FEIM is (i) the registered investment adviser to April Ltd., and (ii) a subsidiary of FEHI. FEHI disclaims Section 16 beneficial ownership of the shares except to the extent, if any, of its pecuniary interest therein, and this report shall not be deemed an admission that FEHI is the Section 16 beneficial owner of any such securities.
- F4Each share of Series B Non-Voting Convertible Preferred Stock, $0.001 par value per share ("Series B Preferred Stock"), of Identiv, Inc. (the "Company") is convertible into such number of shares of common stock, par value $0.001 ("Common Stock"), of the Company as is equal to the accreted value of such share of Series B Preferred Stock divided by a conversion price equal to $4.00 as of December 21, 2017, subject to adjustment pursuant to the terms of the certificate of designation setting forth the designations, preferences, limitations and relative rights of the Series B Preferred Stock. Each share of Series B Preferred Stock is convertible at the option of the holder thereof into the Common Stock: (i) following the sixth (6th) anniversary of the initial closing of the sale of the Series B Preferred Stock; or (ii) if earlier, during the thirty (30) day period following the last trading day of any period of three (3) or more consecutive trading days that the closing market price of th
- F5These shares of Series B Preferred Stock are indirectly owned by FEIM, as registered investment adviser to accounts other than April Ltd., and FEHI. FEIM and FEHI disclaim beneficial ownership of these securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that FEIM and FEHI are the beneficial owners of the securities for purposes of Section 16 or for any other purpose.