SEC Form 4 · accession 0001515971-15-000013
PACIFIC GOLD CORP · PCFG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert G Landau
Officer — CEO · Director · 10% Owner
Period of report
Jan 9, 2015
Accepted (ET)
Jan 14, 2015 · 4:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001137855
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 9, 2015 | P | 54,000,000 | $0.0001 | A | 54,202,904 | D | |
| Common StockF1 | Jan 9, 2015 | M | 600,000,000 | $0.0001 | A | 654,062,086 | I | See Note 1 |
| Common StockF3 | Jan 14, 2015 | M | 25,000,000 | $0.0001 | A | 679,062,086 | I | See Note 3 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Convertible Preferred StockF2,F3,F1,F4 | — | Jun 10, 2013 | J | 300,000 | A | Jun 10, 2013 | — | Common Stock | 25,000,000 | 25,000,000 | I |
| Series A Convertible Preferred StockF2,F3,F4 | $0.0001 | Jan 14, 2015 | C | 300,000 | D | Jun 10, 2013 | — | Common Stock | 25,000,000 | 0 | I |
Explanation of responses
- F1The record holder of the securities is Jabi, Inc., of which the Reporting Person is the sole stockholder and director.
- F2The shares of Series A Convertible Preferred Stock are initially convertible at a ratio of 1:10,000, subject to adjustment for stock splits and similar events.
- F3The shares of Series A Convertible Preferred Stock were acquired in exchange for a $300,000 promissory note issued by the Issuer and held by Jabi, Inc. Adjusted for the 1 for 120 reverse stock split. Jabi, Inc. converted all Series A Convertible Preferred Stock into Common Shares.
- F4The Series A Convertible Preferred Stock does not have an expiration date.