SEC Form 4 · accession 0001209191-19-017546
AIRGAIN INC · AIRG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James K Sims
Officer — Interim CEO · Director · 10% Owner
Period of report
Mar 4, 2019
Accepted (ET)
Mar 6, 2019 · 7:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001272842
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 4, 2019 | M | 4,000 | $2.60 | A | 248,920 | D | |
| Common StockF3,F4 | holding | — | — | — | 1,048,428 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F5 | $2.60 | Mar 4, 2019 | M | 4,000 | D | — | Mar 17, 2019 | Common Stock | 4,000 | 0 | D |
Explanation of responses
- F1Each restricted stock unit (RSU) represents a contingent right to receive one share of the Issuer's common stock. The RSUs shall vest in substantially equal installments on each of March 1, 2020, March 1, 2021, March 1, 2022 and March 1, 2023, subject to the Reporting Person's continued employment or service with the Issuer through each such vesting date.
- F2Includes 20,326 restricted stock units.
- F3Includes 1,043,464 shares of common stock held by GEN3 Capital I, LP ("GEN3 Capital") and 4,964 shares of common stock held by Gen 3 Partners, Inc. ("Gen 3 Partners").
- F4The general partner of GEN3 Capital is GEN3 Capital Partners, LLC ("GEN3 LLC"), and James K. Sims is the Managing Member of GEN3 LLC. As a result, each of GEN3 LLC and Mr. Sims may be deemed to share beneficial ownership of the shares held by GEN3 Capital. Mr. Sims may be deemed to share beneficial ownership of the shares held by Gen 3 Partners in his capacity as a director of Gen 3 Partners. Each of the individuals and entities listed herein disclaims such beneficial ownership except to the extent of his or its pecuniary interest therein.
- F5The option is fully vested.