SEC Form 4 · accession 0001019687-15-000464
Great Elm Capital Group, Inc. · GEC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew Macdonald Dodge
Director
Period of report
Feb 3, 2015
Accepted (ET)
Feb 5, 2015 · 8:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001082506
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Feb 3, 2015 | A | 54,878 | $0.00 | A | 54,878 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The Reporting Person was awarded restricted stock units that vest in full on November 3, 2015, contingent upon continued service as a member of the board of directors of the Issuer. This grant represents the annual retainer previously made to the Issuer's other directors on November 3, 2014.
- F2The Reporting Person, a member of the general partner of Indaba Capital Fund, L.P. ("Indaba Capital") and a limited partner of the investment manager of Indaba Capital, was designated to serve on the Issuer's board of directors by Indaba Capital. Due to the policies of the investment manager of Indaba Capital, the Reporting Person is deemed to hold the shares of restricted stock awarded for the benefit of Indaba Capital and will either transfer the shares of restricted stock to Indaba Capital upon vesting without consideration or transfer the proceeds of any sale of the restricted stock, less any amounts needed to cover tax obligations, to Indaba Capital.
- F3Indaba Capital and certain of its affiliates may be deemed to be the indirect beneficial owners of the shares of restricted stock reported herein. The Reporting Person disclaims beneficial ownership of the shares of restricted stock except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or any other purpose.