SEC Form 4 · accession 0001213900-16-017467
INTELLIGENT PROTECTION MANAGEMENT CORP. · IPM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jason Katz
Officer — CHMN of the Board, PRES & COO · Director · 10% Owner
Period of report
Oct 7, 2016
Accepted (ET)
Oct 12, 2016 · 4:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001355839
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 7, 2016 | A | 16,812,797 | — | A | 16,812,797 | D | |
| Common StockF2,F3 | Oct 7, 2016 | A | 7,044,250 | — | A | 7,044,250 | I | By spouse |
| Common StockF4 | Oct 7, 2016 | A | 15,653,426 | — | A | 15,653,426 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Received in exchange for 113,370.17 shares of the common stock of A.V.M. Software, Inc. ("AVM") pursuant to that certain Agreement and Plan of Merger dated as of September 13, 2016 by and among Snap Interactive, Inc. (the "Issuer"), SAVM Acquisition Corporation (a wholly-owned subsidiary of the Issuer), AVM, and Jason Katz as the representative of AVM (the "Merger Agreement"). Of the 16,812,797 shares issued to the reporting person, 1,653,703 shares are currently being held in escrow pursuant to the Merger Agreement.
- F2Received in exchange for 47,500 shares of the common stock of AVM pursuant to the Merger Agreement. Of the 7,044,250 shares issued to the spouse of the reporting person, 692,871 shares are currently being held in escrow pursuant to the Merger Agreement.
- F3Represents shares held by the spouse of the reporting person. The reporting person disclaims beneficial ownership of these securities, other than 692,871 shares that are currently being held in escrow pursuant to the Merger Agreement (over which shares the reporting person holds voting power, in his capacity as the representative of AVM, for so long as such shares are held in escrow), and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Act of 1933, as amended, or for any other purpose.
- F4Represents shares issued to the former shareholders of AVM (other than the reporting person and his spouse) upon consummation of the Merger that are being held in escrow pursuant to the Merger Agreement. While such shares are held in escrow, the right to vote such shares shall be exercised solely by the reporting person, in his capacity as the representative of the former shareholders of AVM.