SEC Form 4 · accession 0001144204-15-055214
Axe Compute Inc. · AGPU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
SOK Partners LLC
10% Owner
Period of report
Aug 31, 2015
Accepted (ET)
Sep 16, 2015 · 2:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001446159
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Senior Convertible NoteF1,F2 | $11.25 | Aug 31, 2015 | J | 1 | D | Jul 23, 2014 | Jul 23, 2015 | Common Stock, par value $0.01 per share | — | 0 | D |
Explanation of responses
- F1On July 23, 2014, the Issuer issued a senior convertible note in the original principal amount of $122,195.60 (the "Note") to SOK Partners, LLC ("SOK Partners"). The Note was convertible at any time after issuance, at the holder's option, into shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), at a conversion price equal to the lesser of (i) 72.5% (or if an event of default has occurred and is continuing, 70%) of the average of the lowest three volume weighted average prices of the Common Stock during the ten consecutive trading days prior to the conversion date, and (ii) $11.25 (as adjusted for stock splits, stock dividends, recapitalizations or similar events). On August 31, 2015, in consideration of the payment by the Issuer of $167,694.12, the outstanding principal, accrued interest and penalties payable under the Note were repaid and the note was cancelled.
- F2The Note was due on July 23, 2015; provided, however, this date may be extended at the option of the holder in accordance with the terms of the Note.