SEC Form 4 · accession 0001354488-15-000084
PEDEVCO CORP · PED
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Moore Clark
Officer — Executive Vice President
Period of report
Jan 5, 2015
Accepted (ET)
Jan 7, 2015 · 5:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001141197
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 5, 2015 | S | 35,000 | $0.4116 | D | 1,029,234 | D | |
| Common StockF2,F3 | Jan 7, 2015 | A | 270,000 | $0.37 | A | 1,299,234 | D | |
| Common StockF4 | holding | — | — | — | 57,334 | I | By minor children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Incentive Stock Option (Right to Buy)F5 | $0.37 | Jan 7, 2015 | A | 270,000 | A | Jan 7, 2015 | Jan 7, 2020 | Common Stock | 270,000 | 270,000 | D |
| Common Stock Warrant (Right to Buy) | $2.34 | holding | — | — | — | Dec 16, 2013 | Dec 16, 2017 | Common Stock | 1,906 | 1,906 | D |
| Common Stock Warrant (Right to Buy) | $5.25 | holding | — | — | — | Mar 22, 2013 | Mar 22, 2017 | Common Stock | 953 | 953 | D |
| Incentive Stock Option (Right to Buy) | $0.51 | holding | — | — | — | Dec 18, 2012 | Jun 18, 2022 | Common Stock | 44,467 | 44,467 | D |
| Non-Qualified Stock Option (Right to Buy) | $0.51 | holding | — | — | — | Dec 18, 2012 | Jun 18, 2022 | Common Stock | 188,867 | 188,867 | D |
Explanation of responses
- F1All sales were sold pursuant to a 10b5-1 trading plan previously adopted by Reporting Person on December 15, 2014 to satisfy Reporting Person's tax liability in connection with the January 1, 2015 vesting of certain shares of restricted stock which were granted under the Company's 2012 Equity Incentive Plan, which grant was exempt from Section 16(b) pursuant to Rule 16b-3(d).
- F2Common stock of Issuer granted to Reporting Person and subject to forfeiture as follows: (i) 40% of the shares on the nine (9) month anniversary of the Grant Date; (ii) 20% on the twelve (12) month anniversary of the Grant Date; (iii) 20% on the eighteen (18) month anniversary of the Grant Date; and (iv) 20% on the twenty-four (24) month anniversary of the Grant Date, subject to the Recipient being an employee of, or consultant to, the Company on such vesting date, and subject to the terms and conditions of a Restricted Stock Agreement.
- F3Reporting Person's holding includes: 83,334 shares; 219,500 shares; 315,00 shares and 270,000 shares issued pursuant to restricted stock grants, and 411,400 remaining of Founders stock.
- F4Represents 28,667 shares of the Issuer's common stock owned by each of Reporting Person's two minor children.
- F5Incentive Stock Option granted to Reporting Person with vesting as follows: (i) 50% of the shares on the six (6) month anniversary of the Grant Date; (ii) 20% on the twelve (12) month anniversary of the Grant Date; (iii) 20% on the eighteen (18) month anniversary of the Grant Date, and (iv) 10% on the twenty-four (24) month anniversary of the Grant Date, subject to the recipient being an employee of, or consultant to, the Company on such vesting date and subject to the terms and conditions of a Stock Option Agreement.