SEC Form 4 · accession 0001415889-15-002245
SPENDSMART NETWORKS, INC. · SSPC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alex Miniccuci
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Jun 26, 2015
Accepted (ET)
Jun 30, 2015 · 6:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001062273
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Warrant (Option to Buy)F2,F1 | $0.75 | Jun 26, 2015 | P | 200,001 | A | Jun 26, 2015 | Jun 26, 2020 | Common Stock | 200,001 | 200,001 | D |
| Convertible Promissory NoteF3 | $0.75 | Jun 26, 2015 | P | 0 | A | — | — | Common Stock | 0 | 0 | D |
Explanation of responses
- F1The exercise price of the warrant is set forth in the warrant agreement, the warrant was purchased as part of the purchase of a convertible promissory note.
- F2On June 26, 2015, the Reporting Person obtained a warrant to purchase 200,001 shares of the Company's common stock pursuant to a purchase agreement executed by and between the Company and the Reporting Person. The warrant is exercisable immediately.
- F3On June 26, 2015, the Reporting Person purchased a convertible promissory note in the sum of $150,000 with a 12 month maturity date. Pursuant to the promissory note, the Reporting Person has the right but is not required to convert the promissory note into shares of the Company's common stock. The conversion price of the promissory note is set forth in the promissory note as $0.75, but may be adjusted if the Company issues or sells common stock at a price below the conversion price then in effect, the conversion price of the promissory note shall be adjusted downward to such price but in no event shall the conversion price be reduced to a price less than $0.50 per share. Assuming the Reporting Person chooses to convert and assuming a conversion price of $0.75, then the number of shares acquired would be 200,000.