SEC Form 4 · accession 0001179110-17-005897
CREATIVE REALITIES, INC. · CREX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Craig M Cogut
10% Owner
PEGASUS CAPITAL LLC
10% Owner
PEGASUS PARTNERS IV LP
10% Owner
Pegasus Investors IV, L.P.
10% Owner
Pegasus Investors IV GP, LLC
10% Owner
PEGASUS PARTNERS IV (AIV), L.P.
10% Owner
PP IV BSH, LLC
10% Owner
Period of report
Dec 13, 2016
Accepted (ET)
Apr 10, 2017 · 1:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001356093
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | holding | — | — | — | 28,570,934 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Secured Convertible Promissory NoteF1,F2,F5,F4 | $0.28 | Dec 13, 2016 | P | — | A | Dec 13, 2016 | Apr 15, 2017 | Common Stock | 8,063,911 | — | I |
| Secured Convertible Promissory NoteF1,F2,F5,F4 | $0.28 | Dec 15, 2016 | P | — | A | Dec 15, 2016 | Apr 15, 2017 | Common Stock | 180,231 | — | I |
| Secured Convertible Promissory NoteF1,F2,F5,F4 | $0.28 | Dec 26, 2016 | P | — | A | Dec 26, 2016 | Apr 15, 2017 | Common Stock | 2,185,990 | — | I |
| Secured Convertible Promissory NoteF1,F2,F5,F4 | $0.28 | Jan 12, 2017 | P | — | A | Jan 12, 2017 | Apr 15, 2017 | Common Stock | 1,823,354 | — | I |
Explanation of responses
- F1All securities acquired and included in Table II of this report were acquired by Slipstream Communications, LLC ("Slipstream Communications"). BCOM Holdings, LP ("BCOM Holdings") is the managing member of Slipstream Communications. BCOM GP LLC ("BCOM GP") is the general partner of BCOM Holdings. Business Services Holdings, LLC ("Business Services Holdings") is the sole member of BCOM GP. Each of PP IV BSH, LLC ("PP IV BSH"), Pegasus Partners IV (AIV), L.P. ("Pegasus Partners (AIV)") and Pegasus Investors IV, L.P. ("Pegasus Investors") are the members of Business Services Holdings. Pegasus Partners IV, L.P. ("Pegasus Partners") is the sole member of PP IV BSH. Pegasus Investors is the general partner of each of Pegasus Partners (AIV) and Pegasus Partners, and Pegasus Investors IV GP, L.L.C. ("Pegasus Investors GP") is the general partner of Pegasus Investors.
- F2Pegasus Investors GP is wholly owned by Pegasus Capital, LLC ("Pegasus Capital"). Pegasus Capital may be deemed to be directly or indirectly controlled by Mr. Craig Cogut.Craig Cogut, Pegasus Capital, Pegasus Investors, Pegasus Partners, Pegasus Partners (AIV), Pegasus Investors GP, and PP IV BSH are filing a separate Form 4 to report the transactions reported herein. Each of Slipstream Communications, BCOM Holdings, BCOM GP, Business Services Holdings, PP IV BSH, Pegasus Partners (AIV), Pegasus Partners, Pegasus Investors, Pegasus Investors GP, Pegasus Capital and Mr. Cogut disclaim beneficial ownership of any of the issuer's securities as to which this report relates except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of the foregoing entities or Mr. Cogut is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purposes.
- F3All shares of Common Stock included as beneficially owned in Table I of this report are held indirectly by Slipstream Funding, LLC ("Slipstream Funding"). Slipstream Communications is the sole member of Slipstream Funding.
- F4Based upon the principal amount plus additional principal (interest due) on the date of acquisition, at the conversion price of $0.255 per share. The note accrues interest at the rate of 14% per annum, 12% to be paid in cash and 2% to be added to the principal amount, which may be converted to common stock.
- F5The maturation date is extendable for an additional six months at the election of the noteholder.