SEC Form 4 · accession 0001493152-17-000427
VERUS INTERNATIONAL, INC. · VRUS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Anshu Bhatnagar
Officer — Chief Executive Officer · Director
Period of report
Jan 2, 2017
Accepted (ET)
Jan 12, 2017 · 9:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001430523
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF4 | Jan 10, 2017 | M | 11,581,467 | $0.006 | A | 11,581,467 | D | |
| Common Stock | Jan 10, 2017 | F | 2,331,838 | $0.0298 | D | 9,249,629 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF1,F5 | $0.006 | Jan 2, 2017 | A | 11,581,467 | A | Jan 2, 2017 | — | Common Stock | 11,581,467 | 11,581,467 | D |
| Series A Convertible Preferred StockF2,F5 | $1.00 | Jan 9, 2017 | A | 100,000 | A | Jan 9, 2017 | — | Common Stock | 5,000 | 100,000 | D |
| Series C Convertible Preferred StockF3,F5 | $0.05 | Jan 6, 2017 | A | 100,000 | A | Jan 6, 2017 | — | Common Stock | 10,000,000 | 100,000 | D |
| WarrantsF1,F5 | $0.006 | Jan 10, 2017 | M | 11,581,467 | D | Jan 2, 2017 | — | Common Stock | 11,581,467 | 0 | D |
Explanation of responses
- F1The warrants were acquired pursuant to an agreement between Mr. Bhatnagar and the Company, dated January 2, 2017, pursuant to which Mr. Bhatnagar agreed to take on the role of director and CEO. No other consideration was paid for these warrants.
- F2The number of shares received through conversion of Series A Convertible Preferred Stock is the Stated Value ($0.05) divided by the Conversion Price ($1.00), resulting in 0.05 shares of common stock issuable upon conversion of each share of Series A Convertible Preferred Stock.
- F3The number of shares received through conversion of Series C Convertible Preferred Stock is the Stated Value ($5.00) divided by the Conversion Price ($0.05), resulting in 100 shares of common stock issuable upon conversion of each share of Series C Convertible Preferred Stock.
- F4On January 10, 2017, the reporting person exercised a warrant to purchase 11,581,467 shares of common stock for $0.006 per share. The reporting person paid the exercise price on a cashless basis, resulting in a withholding of 2,331,838 of the warrant shares to pay the exercise price and issuing to the reporting person the remaining 9,249,629 shares.
- F5No expiration date