SEC Form 4 · accession 0001477932-16-014222
Spotlight Innovation Inc. · STLT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Michael Krohn
Director · 10% Owner
Period of report
Dec 19, 2016
Accepted (ET)
Dec 21, 2016 · 9:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001388486
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible NoteF3,F2,F1 | $0.00 | Dec 19, 2016 | P | 971,896 | A | Dec 19, 2016 | — | Common Stock | 971,896 | 971,896 | I |
| Common Stock Purchase WarrantF3,F2 | $1.20 | Dec 19, 2016 | P | 1,037,500 | A | Dec 16, 2016 | Dec 31, 2018 | Common Stock | 1,037,500 | 1,037,500 | I |
Explanation of responses
- F1$830,000 principal amount convertible promissory note (the Note). The Note bears interest at the rate of six percent per annum, and is convertible into shares of common stock of the Company at a price equal to Seventy Percent (70%) of the average closing bid price of the common stock of the Company during the six months immediately prior to such conversion.
- F2The Reporting Person is the Managing Member of K-4 and in such capacity holds voting and dispositive power over the securities held by such entity.
- F3Based on 50% of total held by K-4. The Reporting Person is the Managing Member of K-4 and in such capacity holds voting and dispositive power over the securities held by such entity. The number of shares was calculated as if converted using the December 19, 2016 average closing bid price. That six month average was $0.61 per share, and the conversion price (70%) was $0.427 per share, for a total of 1,943,793 shares.