SEC Form 4 · accession 0001571049-15-005305
Blue Earth, Inc. · BBLU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jun 23, 2015
Accepted (ET)
Jun 25, 2015 · 11:03 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001422109
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 3-Year Warrant (right to buy)F1,F3,F4,F2 | $1.08 | Jun 23, 2015 | J | 300,000 | A | — | Jun 23, 2018 | Common Stock | 300,000 | 300,000 | D |
Explanation of responses
- F1Exercise price and the number of shares underlying the warrant are subject to adjustment for structural anti-dilution, such as for stock splits, dividends and combinations.
- F2The warrant is immediately exercisable for 150,000 shares of common stock of Blue Earth. The warrant becomes exercisable for all shares of common stock subject to the warrant on June 23, 2016 provided that the right to exercise the warrant shall accelerate upon certain changes of control of Blue Earth or immediately prior to a qualifying Blue Earth underwritten public offering and shall terminate after thirty (30) days thereafter.
- F3The warrant was issued in consideration of Jackson Investment Group, LLC's two-year agreement to provide consulting services to Blue Earth.
- F4Richard L. Jackson, the sole manager and controlling owner of Jackson Investment Group, LLC, may be deemed the indirect beneficial owner, but he disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.