SEC Form 4/A · accession 0001286345-15-000096
HPIL HOLDING · HPIL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Louis Bertoli
Officer — President & CEO · Director · 10% Owner
Period of report
Dec 14, 2015
Accepted (ET)
Dec 17, 2015 · 5:32 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001286345
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3,F4 | Dec 14, 2015 | J | 10,040,000 | — | D | 43,220,000 | I | Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On December 9th, 2015, the Issuer entered into an Asset Purchase and Sale Agreement (the "Agreement") with Giotos Limited ("Giotos"). Pursuant to the Agreement, the Issuer sold to Giotos certain patents and related assets in consideration of Giotos returning to Issuer 10,040,000 shares of the common stock of Issuer for cancellation.
- F2This amendment on Form 4 (the "Amendment") is filed to correct the Form 4 filed on December 15, 2015 (the "Original Filing"). The Original Filing incorrectly characterized the transaction as an acquisition (A) of securities in Item 4 of Table I. The transaction is correctly characterized as a disposition (D) of securities in Item 4 of Table I in this Amendment. Except as stated in this footnote, no other information contained in any Item of the Original Filing is being amended, updated or otherwise revised. This Amendment speaks as of the filing date of the Original Filing, does not reflect any events that may have occurred subsequent to such date, and does not modify or update in any way disclosures made in the Original Filing except as stated above.
- F3The Issuer determined that the aggregate value of the patents and assets sold to Giotos pursuant to the Agreement was approximately $13,052,000. The parties agreed to use the quoted price on OTC Markets of the Issuer's common stock as of the date of the Agreement, December 9th, 2015, to determine the amount of shares cancelled.
- F43,260,000 shares owned directly and 39,960,000 shares owned indirectly through Giotos Limited (majority owned by L. Bertoli).