SEC Form 4 · accession 0001065949-15-000182
CANNAPHARMARX, INC. · CPMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gerald Eugene Crocker Jr.
Officer — Chief Executive Officer · Director
Period of report
Jun 29, 2015
Accepted (ET)
Jul 13, 2015 · 8:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001081938
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 29, 2015 | J | 10,421,120 | — | D | 0 | I | Through CannaPharmaRX, Inc., a Colorado corporation, as an officer and director |
| Common StockF2 | Jun 29, 2015 | J | 1,188,000 | — | A | 1,188,000 | D | |
| Common StockF2 | Jun 29, 2015 | J | 60,000 | — | A | 60,000 | I | Through spouse and family members |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF3 | $1.00 | Nov 1, 2014 | A | 750,000 | A | Nov 1, 2015 | Nov 1, 2024 | Common Stock | 750,000 | 750,000 | D |
Explanation of responses
- F1The 10,421,120 shares of common stock owned by CannaPharmaRX, Inc., a Colorado corporation, have been surrendered and retired to treasury stock of the Issuer pursuant to the June 29, 2015 clsoing of the merger contemplated by the Amended and Restated Agreement and Plan of Merger dated April 21, 2015.
- F2Pursuant to the June 29, 2015 closing of the merger, all of the issued and outstanding capital stock of CannaPharmaRX, Inc., a Colorado corporation, was converted into shares of common stock, par value $0.0001 per share, of the Issuer.
- F3Subject to Mr. Crocker's continued services to the Board of Directors or as an employee of CannaPharmaRx, Inc., the stock option awards will vest over three years, one-third each year.