SEC Form 4 · accession 0001654954-18-011624
PEDEVCO CORP · PED
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Simon G Kukes
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Oct 25, 2018
Accepted (ET)
Oct 26, 2018 · 4:52 pm EDT
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 Stock | Oct 25, 2018 | A | 75,118 | $2.18 | A | 7,337,618 | I | Through SK Energy LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible Promissory NoteF3 | $1.79 | Oct 25, 2018 | A | — | A | Oct 25, 2018 | Oct 25, 2021 | Common Stock | 3,910,615 | — | I |
Explanation of responses
- F1Exempt under Rule 16b-3(d).
- F2On October 25, 2018, SK Energy LLC and the Issuer agreed to convert $163,756.76 of interest owed under a $7.7 million convertible promissory note issued in June 2018, into 75,118 shares of common stock pursuant to the terms of such note.
- F3The terms of the Convertible Promissory Note are described in greater detail in the Form 8-K filed by the Issuer with the SEC on October 26, 2018. The conversion of the Convertible Promissory Note is subject to a 49.9% conversion limitation (for so long as SK Energy or any of its affiliates holds such note), which prevents the conversion of any portion thereof into common stock of the Issuer if such conversion would result in SK Energy beneficially owning (as such term is defined in the Securities Exchange Act of 1934, as amended) more than 49.9% of the Issuer's outstanding shares of common stock.