SEC Form 4/A · accession 0001019056-15-000056
Q LOTUS HOLDINGS INC · QLTS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Joshua Goldstein
10% Owner
Period of report
Dec 2, 2014
Accepted (ET)
Jan 26, 2015 · 11:47 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001391142
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (Right to buy)F2,F3,F1 | — | Dec 2, 2014 | P | 0 | A | Mar 2, 2015 | Dec 2, 2017 | Common Stock | 0 | 0 | I |
Explanation of responses
- F1This transaction reflects the acquisition of warrants of the issuer (the "Warrants") by JTG Holdings, LLC (the "Company") pursuant to a private transaction. Joshua T. Goldstein may be deemed to have beneficial ownership over the shares of common stock in his role as beneficial owner of 99% of the outstanding membership interests of the Company. Joshua T. Goldstein disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his indirect pecuniary interest therein, and this report shall not be deemed an admission that Joshua T. Goldstein is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
- F2The exercise price of the warrants is equal to (i) $175,000, divided by (ii) the average closing price from the preceding 10 days prior to the exercise of the Warrants. There is no fixed number of derivative securities to be purchased and, as a result, no amount of underlying shares of common stock which may be exercised.
- F3The Warrants were granted to the Company at no cost to the Company in connection with a loan provided by an affiliate of the Company to the issuer.