SEC Form 5 · accession 0001144204-15-019101
PARETEUM Corp · TEUM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
QAT Investments SA
10% Owner
Period of report
Dec 31, 2014
Accepted (ET)
Mar 27, 2015 · 9:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001084384
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 30, 2008 | A | 367,616 | $0.00 | A | 403,175 | D | |
| Common Stock | Feb 20, 2009 | A | 1,000,000 | $0.00 | A | 403,175 | D | |
| Common Stock | Mar 31, 2009 | A | 34,000 | $0.00 | A | 403,175 | D | |
| Common Stock | Jun 17, 2009 | A | 16,667 | $0.00 | A | 403,175 | D | |
| Common Stock | Jun 30, 2009 | A | 124,800 | $0.00 | A | 403,175 | D | |
| Common Stock | Jun 30, 2009 | A | 150,000 | $0.00 | A | 403,175 | D | |
| Common Stock | Jan 8, 2010 | S | 432,262 | $1.00 | D | 403,175 | D | |
| Common Stock | Jan 8, 2010 | S | 2,000 | $1.00 | D | 403,175 | D | |
| Common Stock | Jan 15, 2010 | S | 329,545 | $1.10 | D | 403,175 | D | |
| Common Stock | Feb 4, 2010 | S | 24,390 | $1.40 | D | 403,175 | D | |
| Common Stock | Feb 8, 2010 | S | 75,503 | $1.10 | D | 403,175 | D | |
| Common Stock | Feb 8, 2010 | S | 48,780 | $1.40 | D | 403,175 | D | |
| Common Stock | Feb 8, 2010 | S | 5,185 | $1.35 | D | 403,175 | D | |
| Common Stock | Feb 9, 2010 | S | 6,312 | $1.10 | D | 403,175 | D | |
| Common Stock | Feb 9, 2010 | S | 50,277 | $1.35 | D | 403,175 | D | |
| Common Stock | Feb 12, 2010 | S | 6,637 | $1.10 | D | 403,175 | D | |
| Common Stock | Feb 12, 2010 | S | 24,336 | $1.40 | D | 403,175 | D | |
| Common Stock | Feb 17, 2010 | S | 93,900 | $1.10 | D | 403,175 | D | |
| Common Stock | Feb 22, 2010 | S | 154,136 | $1.10 | D | 403,175 | D | |
| Common Stock | Mar 1, 2010 | S | 162,336 | $1.25 | D | 403,175 | D | |
| Common Stock | Mar 3, 2010 | S | 100,000 | $1.10 | D | 403,175 | D | |
| Common Stock | Mar 5, 2010 | S | 120,000 | $1.10 | D | 403,175 | D | |
| Common Stock | Mar 15, 2010 | S | 59,484 | $1.22 | D | 403,175 | D | |
| Common StockF7 | Jun 30, 2010 | A | 546,092 | $0.00 | A | 403,175 | D | |
| Common StockF8 | Sep 1, 2010 | P | 174,420 | $1.50 | A | 403,175 | D | |
| Common StockF9 | Sep 1, 2010 | P | 198,501 | $1.50 | A | 403,175 | D | |
| Common Stock | Sep 8, 2010 | S | 105,000 | $1.25 | D | 403,175 | D | |
| Common Stock | Sep 14, 2010 | S | 79,550 | $1.25 | D | 403,175 | D | |
| Common StockF8 | Sep 15, 2010 | P | 25,624 | $1.50 | A | 403,175 | D | |
| Common Stock | Sep 16, 2010 | S | 20,000 | $1.25 | D | 403,175 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF10 | $1.05 | Aug 18, 2008 | P | 357,172 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 357,172 | 892,930 | I |
| WarrantF10 | $1.26 | Aug 18, 2008 | P | 357,172 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 357,172 | 892,930 | I |
| WarrantF10 | $1.47 | Aug 18, 2008 | P | 178,586 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 178,586 | 892,930 | I |
| WarrantF11 | $1.26 | Aug 18, 2008 | J | 1,734,081 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 1,734,081 | 3,034,645 | I |
| WarrantF11 | $1.47 | Aug 18, 2008 | J | 867,041 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 867,041 | 3,034,645 | I |
| WarrantF11 | $1.05 | Aug 18, 2008 | J | 173,409 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 173,409 | 3,034,645 | I |
| WarrantF11 | $1.26 | Aug 18, 2008 | J | 173,409 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 173,409 | 3,034,645 | I |
| WarrantF11 | $1.47 | Aug 18, 2008 | J | 86,705 | A | Aug 18, 2008 | Aug 18, 2015 | Common Stock | 86,705 | 3,034,645 | I |
Explanation of responses
- F1These shares were issued at no cost to the Reporting Person in lieu of certain cash compensation for services provided by Steven van der Velden and Mark Nije during 2007 to 2009, pursuant to certain consulting agreements between the Company and the Reporting Person.
- F10These warrants were issued to QMG pursuant to the 2008 Placement Agent Agreement. The Reporting Person owns 100% of outstanding capital stock of QMG and is therefore the beneficial owner of these warrants.
- F11These warrants are held by RWC.in which the Reporting Person holds a 51.3% interest. RWC acquired these warrants pursuant to a Settlement Agreement dated May 13, 2008 between the Company and RWC.
- F2These shares were issued at no cost to the Reporting Person in lieu of certain cash compensation for services provided by Johan Dejager and Yves Van Sante during 2008 pursuant to certain consulting agreements between the Company and the Reporting Person.
- F3Shares were issued to the Reporting Person for services provided by Quercus Management Group N.V. ("QMG") pursuant to a private placement agent agreement dated May 8, 2008 among the issuer, QMG and Amelia (the "2008 Placement Agent Agreement"). The Reporting Person owns 100% of outstanding capital stock of QMG and is therefore the beneficial owner of these shares.
- F4Shares were issued to the Reporting Person for services provided by QMG pursuant to the 2008 Placement Agent Agreement. The Reporting Person owns 100% of outstanding capital stock of QMG and is therefore the beneficial owner of these shares.
- F5These shares were issued at no cost to the Reporting Person in lieu of certain cash compensation for services provided by Steven van der Velden during 2008 pursuant to certain consulting agreement between the Company and the Reporting Person.
- F6These shares were issued at no cost to the Reporting Person in lieu of certain cash bonus for services provided by Steven van der Velden pursuant to certain consulting agreement between the Company and the Reporting Person
- F7Shares were issued at no cost to the Reporting Person in lieu of certain cash compensation for services provided by Steven van der Velden during the first and second quarter of 2010, pursuant to certain consulting agreement between the Company and the Reporting Person
- F8These shares were acquired by the Reporting Person from Rising Water Capital, A.G.("RWC"), in which the Reporting Person holds a 51.3% interest, in a private transaction pursuant to Regulation S;
- F9These shares were acquired by the Reporting Person from Yves Sante in a private transaction pursuant to Regulation S.
Remarks
Due to the EDGAR limitation that the maximum number of rows on a Form 5 is 30, the reporting person is filing two Form 5s for the fiscal year ended December 31, 2015.