SEC Form 4 · accession 0001209191-18-047286

Cuentas Inc. · CUEN

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Harrison Vargas

Other

Period of report

Mar 28, 2018

Accepted (ET)

Aug 17, 2018 · 2:04 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001424657

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 28, 2018	P	300,000	$0.0299	A	27,693,253	D
Common Stock^F1,F2	Mar 29, 2018	P	1,656,698	$0.0293	A	29,349,951	D
Common Stock	May 2, 2018	P	198,000	$0.03	A	29,547,951	D
Common Stock^F3	May 3, 2018	P	312,000	$0.0322	A	29,859,951	D
Common Stock^F4	May 4, 2018	P	140,049	$0.0322	A	30,000,000	D
Common Stock	May 9, 2018	P	900,000	$0.03	A	30,900,000	D
Common Stock^F5	Aug 10, 2018	P	700,000	$0.0145	A	31,600,000	D
Common Stock^F5,F6	holding	—	—		—	3,900,000	I	*
Common Stock^F5,F7	holding	—	—		—	82,109	I	*

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1The reporting person's purchase of common stock reported herein may be deemed to be matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, to the extent of 60,000 shares, with the reporting person's previously reported sale of 60,000 shares of common stock at a weighted average price of $0.039 per share on January 8, 2018. The reporting person has voluntarily disgorged any profits deemed realized from such transactions to Next Group Holdings, Inc.
F2The price reported in Column 4 is a weighted average price. The shares were purchased on the open market at prices ranging from $0.026 to $0.0297 per share. Mr. Vargas undertakes to provide Next Group Holdings, Inc., any security holder of Next Group Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in Footnote (2).
F3The price reported in Column 4 is a weighted average price. The shares were purchased on the open market at prices ranging from $0.0312 to $0.033 per share. Mr. Vargas undertakes to provide Next Group Holdings, Inc., any security holder of Next Group Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in Footnote (3).
F4The price reported in Column 4 is a weighted average price. The shares were purchased on the open market at prices ranging from $0.032 to $0.0322 per share. Mr. Vargas undertakes to provide Next Group Holdings, Inc., any security holder of Next Group Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in Footnote (4).
F5The registrant announced that on August 13, 2018, the Financial Industry Regulatory Authority (FINRA) approved the registrant's previously disclosed 1:300 reverse stock split of its common stock. Columns 4 and 5 report transactions and ownership before the reverse stock split and therefore do not reflect its effect.
F6Mr. Vargas owns 3,900,000 shares of the common stock of Next Group Holdings, Inc. indirectly through Varsatel Corporation and Comtel Direct, LLC. Mr. Vargas is the sole stockholder, sole director, and chief executive officer of Varsatel Corporation. Mr. Vargas is the sole member of CHT Holdings, LLC, which is the managing member of Comtel Direct, LLC.
F7Shares owned by spouse who shares Mr. Vargas's household. Mr. Vargas disclaims beneficial ownership of the shares owned by his spouse, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.