SEC Form 4 · accession 0001354488-16-006472
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 29, 2016 | M | 80,000 | $0.77 | A | 378,137 | D | |
| Common StockF1 | Feb 29, 2016 | F | 47,573 | $1.29 | D | 32,427 | 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 29, 2016 | M | 80,000 | D | Mar 3, 2011 | Mar 3, 2016 | common stock, par value $0.001 | 80,000 | 0 | D |
Explanation of responses
- F1(1) Reflects 47,573 shares withheld by the Issuer at the market price of $1.29 per share less an exercise price of $0.77 per share to fund the cashless exercise of 80,000 warrants.
Remarks
The transactions reported above in Table I reflect the cashless exercise of a warrant. The cashless exercise for the war rant 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 warr ants, 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 th e first line for each cashless exercise exceeds the second line for the same cashless exercise. All transactions are exe mpt 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.