SEC Form 4 · accession 0001140361-15-019190
CapForce Inc. · CFOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
jVen Capital, LLC
10% Owner
Period of report
May 8, 2015
Accepted (ET)
May 12, 2015 · 6:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001293818
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 8, 2015 | P | 445,000 | $6.00 | A | 445,000 | D | |
| Common StockF1 | May 8, 2015 | C | 1,059,213 | — | A | 1,504,213 | D | |
| Common StockF2 | May 8, 2015 | C | 749,366 | — | A | 2,253,579 | D | |
| Common StockF3 | May 8, 2015 | C | 675,553 | — | A | 2,929,132 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Redeemable Convertible Preferred StockF1 | — | May 8, 2015 | C | 1,059,213 | D | — | — | Common Stock | 1,059,213 | 0 | D |
| 2014 Convertible NotesF2 | — | May 8, 2015 | C | 749,366 | D | — | — | Common Stock | 749,366 | 0 | D |
| 2015 Convertible NotesF3 | — | May 8, 2015 | C | 675,553 | D | — | — | Common Stock | 675,553 | 0 | D |
| Warrants | $6.60 | May 8, 2015 | P | 445,000 | A | May 8, 2015 | May 8, 2020 | Common Stock | 445,000 | 445,000 | D |
Explanation of responses
- F1Series A Redeemable Convertible Preferred Stock automatically converted into common stock on a 1-to-1 basis upon the consummation of the Company's initial public offering.
- F2The 2014 Convertible Notes automatically converted into shares of Series A Preferred Stock upon the consummation of the Company's initial public offering at a conversion rate of one share of Series A Preferred Stock for every $1.00 of principal converted. Each share of Series A Preferred Stock automatically converted into one share of common stock upon the consummation of the Company's initial public offering.
- F3The 2015 Convertible Notes converted into Series A Preferred Stock upon the consummation of the Company's initial public offering at a conversion rate of 1.25 shares of Series A Preferred Stock for each $1.00 of principal converted. Each share of Series A Preferred stock automatically converted into one share of common stock upon the consummation of the Company's initial public offering.