SEC Form 4 · accession 0001493152-16-013031
VPR Brands, LP. · VPRB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin Frija
Officer — CEO, Chairman & Director · Director · 10% Owner
Period of report
May 31, 2016
Accepted (ET)
Sep 1, 2016 · 12:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001376231
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Units | May 31, 2016 | J | 2,000,000 | $0.01 | A | 20,589,408 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Right to BuyF1,F2 | $0.01 | May 31, 2016 | J | 2,000,000 | D | May 29, 2015 | Sep 5, 2016 | Common Units | 2,000,000 | 21,000,000 | D |
Explanation of responses
- F1On May 29, 2015, Reporting Person entered into a Share Purchase Agreement with the Issuer, whereby Issuer granted Reporting Person a right to buy up to 50,000,000 shares of Common Units at a purchase price of $0.01 per share ("Right to Buy"). The Right to Buy was exercisable on May 29, 2015 and expires on September 5, 2016. On June 4, 2015, March 28, 2016, and May 23, 2016, Reporting Person partially exercised the Right to Buy to purchase 10,000,000, 15,000,000, and 2,000,000 Common Units, respectively, at a purchase price of $0.01 per unit (for an aggregate of $100,000, $150,000, and $20,000, respectively), leaving a balance as of May 23, 2016 of 23,000,000 Common Units to purchase at $0.01 per unit under the Right to Buy.
- F2On May 31, 2016 (as reported herein), the Reporting Person further partially exercised the Right to Buy to purchase 2,000,000 Common Units at a purchase price of $0.01 per unit (for an aggregate of $20,000), leaving a balance of 21,000,000 Common Units to purchase at $0.01 per unit under the Right to Buy.