SEC Form 4 · accession 0001354488-16-006379
root9B Holdings, Inc. · RTNB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 25, 2016 | M | 65,000 | $0.77 | A | 424,731 | D | |
| Common StockF1 | Feb 25, 2016 | F | 37,351 | $1.34 | D | 27,649 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrant | $0.77 | Feb 25, 2016 | M | 65,000 | D | Mar 3, 2011 | Mar 3, 2016 | common stock, par value $0.001 | 65,000 | 0 | D |
Explanation of responses
- F1(1) Reflects 37,351 shares withheld by the Issuer at the market price of $1.34 per share less an exercise price of $0.77 per share to fund the cashless exercise of 65,000 warrants.
Remarks
The transactions reported above in Table I reflect the cashless exercise of a warrant. The cashless exercise for the warrant is reported in two lines. The first line of the cashless exercise transaction is coded M in column 3 of Table I and reports in column 4 the number of shares issuable upon exercise of the warrants had cash been paid to exercise the warrants, together with the exercise price with Code A for acquired. The line coded F in column 3 of Table I relates to the same cashless exercise on the preceding line and reports in Column 4 the number of shares deducted from the total number of shares issuable to pay for the cashless exercise of such warrants with Code D for disposed. The number of shares on a net basis actually owned by the Reporting Person after the cashless exercise of each warrant is the amount by which the first line for each cashless exercise exceeds the second line for the same cashless exercise. All transactions are exempt from Section 16(b) by reason of Rule 16b-3. The transactions reported in Table II above, reflect the disposition of the same warrants whose cashless exercise is disclosed in Table I above. The number of derivative securities owned after the transactions reported in column 9 of Table II above includes only warrants.