SEC Form 4 · accession 0001053374-19-000007
IPASS INC · IPAS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary A Griffiths
Officer — Chief Executive Officer · Director
Period of report
Feb 12, 2019
Accepted (ET)
Feb 21, 2019 · 5:58 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001053374
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Feb 12, 2019 | S | 20,250 | $3.14 | D | 87,750 | D | |
| Common StockF3 | Feb 12, 2019 | U | 87,750 | — | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This constitutes the sale of shares of common stock for statutory tax 50,000 Restricted Stock Awards were granted on March 31, 2018; 100% of the shares were released on February 12, 2019 pursuant to the Agreement and Plan of Merger dated as of November 12, 2018 (the "Merger Agreement"), by and among iPass, Inc. ("iPass") and Pareteum the Purchaser.
- F2On August 23, 2018, iPass, Inc. effected a 1-for-10 reverse stock split (the "Reverse Split"). Accordingly, the number of shares of common stock on a pre-Reverse Split basis were adjusted to following the Reverse Split (with fractional shares rounded down to the next whole number). Included in this post-split number is 500 shares of Employee Stock Purchase Plan, purchased as of April 30, 2018 and October 31, 2018, respectively.
- F3Disposed of pursuant to Merger Agreement between Issuer and Pareteum in exchange for 1.17 shares of Pareteum common stock having a market value of $2.90 per share on the Effective Date of the Merger.