SEC Form 4 · accession 0001179110-19-000808

Axe Compute Inc. · AGPU

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

Reporting owner

Officer — Chief Executive Officer · Director

Period of report

Jan 2, 2019

Accepted (ET)

Jan 17, 2019 · 10:02 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001446159

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Jan 8, 2019	P	78,125	$0.64	A	144,298	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options (right to buy)^F2,F1	$0.6191	Jan 2, 2019	A	323,050	A	—	Jan 2, 2029	Common Stock	323,050	323,050	D
Amended and Restated Warrant to purchase common stock^F3	$0.704	Jan 8, 2019	P	742,188	A	Jul 8, 2019	Jan 8, 2024	Common Stock	742,188	963,480	D

F153,841 shares vest on each of 1/2/2019, 2/1/2019, 3/1/2019, 4/1/2019 and 5/1/2019; 53,845 shares vest on 6/1/2019.
F2Held by Carl I. Schwartz Revocable Living Trust.
F3This Amended and Restated Warrant (the "Warrant") amends and restates that certain warrant issued on November 30, 2018 (the "Original Warrant"), due to a second investment of an additional $950,000, resulting in a total investment of $1,320,000. (See Form 4 filed on December 10, 2018 for details of the Original Warrant.) In addition to the shares reported, the Warrant provides for additional shares to be added to the Warrant beginning on February 1, 2019 and the first day of each calendar month thereafter, equal to (1) one-half percent (1/2%) of the outstanding principal balance of the Note on such date, divided by (2) the closing price of Common Stock on that date. The number of warrant shares is subject to a share limit such that the total of number of warrant shares issued under the Warrant, together with the 78,125 shares purchased directly, may not exceed 2,818,350 shares.