SEC Form 4 · accession 0001144204-15-005970
Fabric.AI, Inc. · FABC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sebastian Giordano
Officer — Interim CEO · Director
Period of report
Feb 3, 2015
Accepted (ET)
Feb 4, 2015 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001086745
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 Option (right to purchase)F1,F2 | $0.22 | Feb 3, 2015 | A | 300,000 | A | — | Feb 3, 2025 | Common Stock | 300,000 | 552,857 | D |
Explanation of responses
- F1The options have been granted pursuant to the Issuer's 2014 Equity Incentive Plan (the "Plan"). 150,000 options shall vest and become exercisable immediately if the Issuer consummates an acquisition by July 31, 2016 that is expected, in the sole discretion of the administrator of the Plan (the "Administrator"), to result in the Issuer earning annual revenues of $30 million or greater following such acquisition. The remaining 150,000 options shall vest and become exercisable immediately if the fair market value of the Issuer's common stock is equal to or greater than $1.00 per share (subject to adjustment in the sole discretion of the Administrator in the event of any corporate transaction described in Section 7.1 of the Plan) for at least 20 out of 30 consecutive trading days at any time prior to July 31, 2016.
- F2The options will expire on July 31, 2016 if they have not vested in accordance with the criteria set forth in footnote number 1 prior to such date.