SEC Form 5 · accession 0001179110-19-000479
CREATIVE REALITIES, INC. · CREX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard C Mills
Officer — Chief Executive Officer · Director · 10% Owner
Period of report
Dec 31, 2017
Accepted (ET)
Jan 7, 2019 · 10:07 am EST
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 StockF7,F1 | Oct 15, 2015 | J | 248,236 | — | A | 248,236 | D | |
| Common StockF6,F7 | Sep 1, 2017 | J | 106,602 | — | A | 354,838 | D | |
| Common StockF7 | Sep 27, 2017 | C | 180,754 | $0.255 | A | 535,592 | D | |
| Common StockF7,F1,F2 | Oct 15, 2015 | J | 87,976 | — | A | 87,976 | I | By RFK Commnications, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A-1 Convertible Preferred StockF1,F3,F7 | $0.255 | Oct 15, 2015 | J | 1,235,794 | A | Oct 15, 2015 | — | Common Stock | 161,542 | 1,235,794 | D |
| Series A-1 Convertible Preferred StockF4,F3,F7 | $0.255 | Dec 31, 2015 | J | 15,860 | A | Dec 31, 2015 | — | Common Stock | 2,074 | 1,251,654 | D |
| Series A-1 Convertible Preferred StockF4,F3,F7 | $0.255 | Jun 30, 2016 | J | 37,550 | A | Jun 30, 2016 | — | Common Stock | 4,909 | 1,289,204 | D |
| Series A-1 Convertible Preferred StockF4,F3,F7 | $0.255 | Dec 31, 2016 | J | 38,240 | A | Dec 31, 2016 | — | Common Stock | 4,999 | 1,327,444 | D |
| Series A-1 Convertible Preferred StockF4,F3,F7 | $0.255 | Jun 30, 2017 | J | 39,824 | A | Jun 30, 2017 | — | Common Stock | 5,206 | 1,367,268 | D |
| Series A-1 Convertible Preferred StockF3,F7 | $0.255 | Sep 27, 2017 | C | 1,327,444 | D | Dec 31, 2016 | — | Common Stock | 180,754 | 0 | D |
| Convertible Promissory NoteF5,F2,F7 | — | Oct 15, 2015 | J | 547,824 | A | — | Oct 15, 2017 | Common Stock | 18,261 | 547,824 | I |
| Convertible Promissory NoteF5,F8 | — | Jan 17, 2017 | S | 547,824 | D | — | Oct 15, 2017 | Common Stock | 18,261 | 0 | D |
| Warrants to purchase Common StockF7,F5,F2 | $8.3771 | Oct 15, 2015 | J | 8,929 | A | Oct 15, 2015 | Oct 15, 2020 | Common Stock | 8,929 | 8,929 | I |
Explanation of responses
- F1Shares received as merger consideration in connection with Issuer's merger with Conexus World Capital, LLC.
- F2The Reporting Person is a principal of RFK Communications, LLC and has voting and investment power for this entity.
- F3No expiration date.
- F4The Reporting Person received these shares as a payment-in-kind dividend.
- F5Received Secured Convertible Promissory Note for $150,000 which is convertible into approximately 547,824 shares of Common Stock, including interest through 11/30/2016; and a Warrant to purchase 267,857 shares of Common Stock in connection with surrender and conversion of earlier-issued debt of ConeXus. The Warrant contains provisions blocking exercise if such exercise would result in the purchaser holding more than 4.99% of the Issuer's shares outstanding.
- F6The Reporting Person received these shares in connection with an agreement reached on September 1, 2017 by Creative Realities, Inc. and the prior shareholders of ConeXus to recognize the value obtained by Creative Realities, Inc. as a result of the merger and to settle the Holdback Shares to the prior shareholders of ConeXus.
- F7All common stock share numbers have be adjusted to reflect a 1 for 30 reverse stock split effective on 10/17/2018.
- F8On or about January 17, 2017, all of the outstanding Convertible Promissory Notes were acquired by the Issuer's largest shareholder.