SEC Form 4 · accession 0001580695-18-000229
Monaker Group, Inc. · MKGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert John Post
Director
Period of report
Jan 10, 2018
Accepted (ET)
Apr 27, 2018 · 5:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001372183
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 10, 2018 | J | 118 | — | A | 25,118 | I | Through the Robert Post 2007 Revocable Trust |
| Common StockF1 | Jan 29, 2018 | J | 11 | — | A | 25,129 | I | Through the Robert Post 2007 Revocable Trust |
| Common StockF1 | Mar 1, 2018 | J | 36 | — | A | 25,165 | I | Through the Robert Post 2007 Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Purchase WarrantF2,F3 | $5.09 | Feb 22, 2018 | J | 3,650 | A | Aug 11, 2017 | Jul 30, 2022 | Common Stock | 3,650 | 8,650 | I |
Explanation of responses
- F1Represents shares of common stock issued to the Reporting Person pursuant to the anti-dilution provisions of the Common Stock and Warrant Purchase Agreement entered into between the Issuer and the purchasers named therein dated July 31, 2017 (the "Purchase Agreement"), as a result of the Issuer issuing shares of common stock below the original $5.00 per share of the securities sold pursuant to the Purchase Agreement.
- F2Represents warrants to purchase shares of common stock granted by the Issuer as partial liquidated damages for the delay, through February 22, 2018, in obtaining an uplisting of the Issuer's common stock to the NASDAQ Capital Market (which occurred on February 22, 2018), pursuant to the terms of the Purchase Agreement.
- F3Pursuant to the anti-dilution provisions of the Purchase Agreement, the exercise price of all of the un-exercised warrants previously granted to the purchasers and the agent in the offering were automatically reduced to $5.09 per share.