SEC Form 4 · accession 0001140361-15-001518

Agritech Worldwide, Inc. · FBER

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Mark Hershhorn

Director

Period of report

Jan 8, 2015

Accepted (ET)

Jan 12, 2015 · 8:34 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001052257

Table I — non-derivative securities

No Table I lines on this filing.

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Convertible Note^F1,F2	—	Jan 8, 2015	J	17,842	D	May 12, 2014	May 12, 2016	See footnote	17,842	57,158	I
Convertible Note^F1,F2	—	Jan 8, 2015	J	19,000	D	Apr 30, 2014	Apr 30, 2016	See footnote	19,000	0	D
Convertible Preferred Stock^F1,F2,F3	—	Jan 8, 2015	J	4,873	A	Jan 8, 2015	Jan 8, 2018	Common Stock	55,690	4,873	I
Warrant^F1,F2	$0.64	Jan 8, 2015	J	41,712	A	Jan 8, 2015	Jan 8, 2020	Common Stock	41,712	41,712	I
Warrant^F1,F2	$0.64	Jan 8, 2015	J	17,737	A	Jan 8, 2015	Jan 8, 2020	Common Stock	17,737	17,737	I
Convertible Preferred Stock^F1,F2,F3	—	Jan 8, 2015	J	5,211	A	Jan 8, 2015	Jan 8, 2018	Common Stock	59,554	5,211	D
Warrant^F1,F2	$0.64	Jan 8, 2015	J	44,606	A	Jan 8, 2015	Jan 8, 2020	Common Stock	44,606	44,606	D
Warrant^F1,F2	$0.64	Jan 8, 2015	J	18,968	A	Jan 8, 2015	Jan 8, 2020	Common Stock	18,968	18,968	D

Explanation of responses

F1Mr. Hershhorn and CKS Warehouse, an entity in which Mr. Hershhorn owns a controlling interest ("CKS"), each exchanged previously reported convertible notes (Mr. Hershhorn's note had a principal amount of $19,000, all of which was exchanged and CKS's note had a principal amount of $75,000, of which $17,842 (plus interest) was exchanged and $57,158 remains outstanding) (together, the "Notes") in the aggregate amount (principal and interest) of $20,844 and $19,491, respectively, for 5,211 units and 4,873 respectively (the "Units"), with each Unit consisting of one (1) share of 12.5% redeemable convertible preferred stock (the "Preferred Stock") and one (1) warrant to acquire 8.56 shares (the "Initial Warrants") of Z Trim Holdings, Inc. (the "Company") common stock, par value $0.00005 per share (the "Common Stock"), at an exercise price of $0.64 per share of Common Stock. Mr. Hershhorn and CKS each received one (1) Unit for every $4.00 of debt exchanged.
F2Mr. Hershhorn and CKS were issued additional warrants (the "Additional Warrants") exercisable to acquire an aggregate of 18,968 shares and 41,712 shares, respectively, of Common Stock at an exercise price of $0.64 per share. In connection with the acquisition of the Units, Mr. Hershhorn and CKS acquired an aggregate of (1) 5,211 shares and 4,873 shares, respectively, of Preferred Stock, (2) 44,606 Initial Warrants and 41,712 Initial Warrants, respectively, and (3) 18,968 Additional Warrants and 17,737 Additional Warrants, respectively. The Initial Warrants and Additional Warrants are subject to certain anti-dilution and other adjustments.
F3Each share of Preferred Stock (together with any accrued but unpaid dividends thereon) is convertible into shares of Common Stock at the option of the holder at any time at a conversion price per share equal to the sum of the stated value ($4.00 per share) and any accrued but unpaid dividends thereon through the date of notice of conversion divided by the conversion price, which will initially be $0.35 per share of Preferred Stock, subject to certain anti-dilution and other adjustments.