SEC Form 4 · accession 0001209191-18-022749
DETERMINE, INC. · DTRM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Neil S Subin
10% Owner
Period of report
Mar 31, 2018
Accepted (ET)
Apr 3, 2018 · 2:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001090908
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | holding | — | — | — | 1,326,315 | I | By Milfam II L.P. | |
| Common StockF1,F2 | holding | — | — | — | 354,788 | I | By LIM III - Trust A-4 | |
| Common StockF1,F2 | holding | — | — | — | 354,787 | I | By MBM - Trust A-4 | |
| Common StockF1,F2 | holding | — | — | — | 301,590 | I | By Trust C - Lloyd I. Miller | |
| Common StockF1,F2 | holding | — | — | — | 211,351 | I | By Milfam I L.P. | |
| Common StockF1,F2 | holding | — | — | — | 2,100 | I | By Trust D - Lloyd I. Miller | |
| Common StockF1,F2 | holding | — | — | — | 250,820 | I | By Lloyd I. Miller, III Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Junior Secured Convertible Promissory Note and PIK InterestF4,F1,F2,F3,F5 | $3.00 | Mar 31, 2018 | J | 16,380 | A | Dec 16, 2015 | Dec 16, 2020 | Common Stock | 5,459 | 231,860 | I |
| Junior Secured Convertible Promissory Note and PIK InterestF4,F1,F2,F3,F5 | $3.00 | Mar 31, 2018 | J | 16,380 | A | Dec 16, 2015 | Dec 16, 2020 | Common Stock | 5,459 | 231,860 | I |
| Junior Secured Convertible Promissory Note and PIK InterestF4,F1,F2,F3,F5 | $3.00 | Mar 31, 2018 | J | 8,190 | A | Dec 16, 2015 | Dec 16, 2020 | Common Stock | 2,729 | 115,929 | I |
| Junior Secured Convertible Promissory Note and PIK InterestF4,F1,F2,F3,F5 | $3.00 | Mar 31, 2018 | J | 8,190 | A | Dec 16, 2015 | Dec 16, 2020 | Common Stock | 2,729 | 115,929 | I |
| Junior Secured Convertible Promissory Note and PIK InterestF4,F1,F2,F3,F5 | $3.00 | Mar 31, 2018 | J | 32,464 | A | Dec 27, 2016 | Dec 27, 2021 | Common Stock | 10,821 | 386,603 | I |
Explanation of responses
- F1Except for possessing voting and dispositive power, the reporting person disclaims any other beneficial ownership of, and specifically any pecuniary interest in, the securities reported herein. This filing is not, and shall not be deemed, an admission (and the reporting person expressly disclaims) that the reporting person is, for purposes of Rule 16a-1(a)(2) under Section 16 of the Securities Exchange Act of 1934, the beneficial owner of any equity securities covered by this filing.
- F2Mr. Neil Subin succeeded to the position of President and Manager of MILFAM LLC, which serves as manager, general partner, or investment advisor of a number of entities formerly managed or advised by the late Lloyd I. Miller, III. Mr. Subin also serves as trustee of a number of Miller family trusts.
- F3Subject to adjustment for fractional shares.
- F4At the election of the Issuer, the quarterly interest payment has been paid as paid-in-kind interest compounded to the original principal amount of the Note.
- F5Includes all previously reported PIK Interest on Junior Secured Convertible Promissory Note.