SEC Form 4 · accession 0001405086-15-000185
DR. TATTOFF, INC. · (NONE)
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Mar 10, 2015
Accepted (ET)
Jun 29, 2015 · 5:10 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001294157
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| COMMON STOCKF1 | Mar 10, 2015 | J | 123,077 | — | A | 1,653,690 | D | |
| COMMON STOCKF2 | Mar 10, 2015 | J | 123,077 | — | A | 1,653,690 | I | SEE FOOTNOTE |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WARRANTSF3 | $0.78 | Mar 10, 2015 | J | 307,693 | D | — | May 31, 2018 | COMMON STOCK | 307,693 | 0 | D |
| WARRANTSF4 | $0.78 | Mar 10, 2015 | J | 307,693 | D | — | May 31, 2018 | COMMON STOCK | 307,693 | 0 | I |
Explanation of responses
- F1Represents shares of common stock of Dr. Tattoff, Inc. (the "Issuer") issued to The Andrew M. Heller 2009 GRAT (the "GRAT") by the Issuer in exchange for warrants exercisable for shares of common stock of the Issuer owned directly by the GRAT that were issued to the GRAT in connection with certain Secured Senior Subordinated Convertible Promissory Notes of the Issuer (the "Convertible Notes") in connection with an extension of the maturity date of the Convertible Notes.
- F2Represents shares of common stock of the Issuer owned indirectly by Andrew M. Heller ("Mr. Heller"). The shares are owned directly by the GRAT (see note (1) above). Mr. Heller is the settlor of and beneficiary of the GRAT and may be deemed to have beneficial ownership of the shares. Mr. Heller disclaims beneficial ownership (as defined in Rule 16a-1(a)(2)) of the shares (except to the extent of his pecuniary interest in such securities), and this report shall not be deemed an admission that Mr. Heller is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F3Represents warrants exercisable for shares of common stock of the Issuer owned directly by the GRAT that were issued to the GRAT in connection with the Convertible Notes. The warrants were exchanged for shares of common stock of the issuer as described in note (1) above.
- F4Represents warrants exercisable for shares of common stock of the Issuer owned indirectly by Mr. Heller that were exchanged for shares of common stock of the issuer as described in note (1) above.