SEC Form 3 · accession 0001493152-18-008993
GENESIS FINANCIAL INC · GFNL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Roy Robert Rose
Officer — Executive Co-Chairman & CEO · Director · 10% Owner
Period of report
Jun 13, 2018
Accepted (ET)
Jun 20, 2018 · 10:14 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001183082
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.001 per share | holding | — | — | — | 2,641,740 | D | ||
| Common Stock, Par Value $0.001 per shareF1 | holding | — | — | — | 13,607,615 | I | By a controlled entity |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Purchase Warrant (right to buy)F2 | — | holding | — | — | — | — | Feb 12, 2023 | Common Stock | 483,260 | — | D |
| Common Stock Purchase Warrant (right to buy)F3,F2 | — | holding | — | — | — | — | Feb 12, 2023 | Common Stock | 848,442 | — | I |
Explanation of responses
- F1Shares are held of record and owned by Debit Plus LLC. The undersigned reporting person, together with Gary Larkin, the Executive Chairman of Genesis Financial, holds all of the voting units of Debit Plus LLC and shares voting and dispositive control over these shares with Mr. Rose. All investment and voting decisions are made jointly by Messrs. Larkin and Rose. Accordingly, the undersigned may be deemed to share voting and dispositive power with respect to such shares. The undersigned disclaims beneficial ownership of such shares except to the extent of his proportionate and any other pecuniary interest.
- F2The warrants are currently exercisable through February 12, 2023 at a per share exercise price of $3.00.
- F3The reporting person is the Chief Executive Officer and holder of approximately 7.7% of the currently outstanding share capital of Whitestone Investment Network, Inc. ("Whitestone"), which is the record holder and owner of the reported securities. The reporting person disclaims beneficial ownership of the securities owned by Whitestone, except to the extent of his pecuniary interest in Whitestone. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.