SEC Form 4 · accession 0001214659-15-007925
NEULION, INC. · NLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Kronfeld
Director · 10% Owner
Period of report
Nov 19, 2015
Accepted (ET)
Nov 20, 2015 · 2:40 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001387713
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class 3 Preference SharesF1,F5 | Nov 19, 2015 | J | 9,732,042 | $0.00 | D | 0 | I | By JK&B Capital V, L.P. |
| Class 3 Preference SharesF2,F6 | Nov 19, 2015 | J | 7,341,715 | $0.00 | D | 0 | I | By JK&B Capital V Special Opportunity Fund, L.P. |
| Class 4 Preference SharesF3,F6 | Nov 19, 2015 | J | 4,692,274 | $0.00 | D | 0 | I | By JK&B Capital V Special Opportunity Fund, L.P. |
| Class 4 Preference SharesF4,F5 | Nov 19, 2015 | J | 6,219,991 | $0.00 | D | 0 | I | By JK&B Capital V, L.P. |
| Common StockF1,F4,F5 | Nov 19, 2015 | J | 20,592,850 | $0.00 | A | 20,592,850 | I | By JK&B Capital V, L.P. |
| Common StockF2,F3,F6 | Nov 19, 2015 | J | 15,534,956 | $0.00 | A | 15,534,956 | I | By JK&B Capital V Special Opportunity Fund, L.P. |
| Common StockF7 | holding | — | — | — | 2,006,300 | I | By DKB JTV Holdings, LLC | |
| Common Stock | holding | — | — | — | 535,412 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On November 19, 2015, NeuLion, Inc. (the "Company") executed a Conversion and Settlement Agreement with the holders of its Class 3 and Class 4 Preference Shares (collectively, the "Preference Shares"), whereby these holders agreed to convert their Preference Shares for (i) shares of the Company's common stock, on a 1-to-1 basis, and (ii) aggregate consideration totaling $4,130,600 paid in the form of 8,176,210 shares of the Company's common stock (the "Additional Shares"). In the transaction, the Reporting Person received 9,732,042 shares of the Company's common stock pursuant to the conversion as well as 3,250,861 Additional Shares.
- F2On November 19, 2015, NeuLion, Inc. (the "Company") executed a Conversion and Settlement Agreement with the holders of its Class 3 and Class 4 Preference Shares (collectively, the "Preference Shares"), whereby these holders agreed to convert their Preference Shares for (i) shares of the Company's common stock, on a 1-to-1 basis, and (ii) aggregate consideration totaling $4,130,600 paid in the form of 8,176,210 shares of the Company's common stock (the "Additional Shares"). In the transaction, the Reporting Person received 7,341,715 shares of the Company's common stock pursuant to the conversion as well as 2,452,404 Additional Shares.
- F3On November 19, 2015, NeuLion, Inc. (the "Company") executed a Conversion and Settlement Agreement with the holders of its Class 3 and Class 4 Preference Shares (collectively, the "Preference Shares"), whereby these holders agreed to convert their Preference Shares for (i) shares of the Company's common stock, on a 1-to-1 basis, and (ii) aggregate consideration totaling $4,130,600 paid in the form of 8,176,210 shares of the Company's common stock (the "Additional Shares"). In the transaction, the Reporting Person received 4,692,274 shares of the Company's common stock pursuant to the conversion as well as 1,048,563 Additional Shares.
- F4On November 19, 2015, NeuLion, Inc. (the "Company") executed a Conversion and Settlement Agreement with the holders of its Class 3 and Class 4 Preference Shares (collectively, the "Preference Shares"), whereby these holders agreed to convert their Preference Shares for (i) shares of the Company's common stock, on a 1-to-1 basis, and (ii) aggregate consideration totaling $4,130,600 paid in the form of 8,176,210 shares of the Company's common stock (the "Additional Shares"). In the transaction, the Reporting Person received 6,219,991 shares of the Company's common stock pursuant to the conversion as well as 1,389,956 Additional Shares.
- F5JK&B Capital V, L.P. is a Delaware limited partnership that is controlled by Mr. Kronfeld. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F6JK&B Capital V Special Opportunity Fund, L.P. is a Delaware limited partnership that is controlled by Mr. Kronfeld. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- F7DKB JTV Holdings, LLC is a Delaware limited liability company that is controlled by Mr. Kronfeld. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This report shall not be deemed an admission that the reporting person is the beneficial owner of all of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.