SEC Form 4 · accession 0001213900-15-009472
Vape Holdings, Inc. · VAPE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kyle J Tracey
10% Owner
Period of report
Dec 10, 2015
Accepted (ET)
Dec 14, 2015 · 6:48 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001455819
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Preferred Stock Convertible Promissory NoteF1 | $0.01 | Dec 10, 2015 | A | 30,000,000 | A | Dec 10, 2015 | Dec 10, 2016 | Series B Preferred Stock | 30,000,000 | 30,500,000 | I |
Explanation of responses
- F1On December 10, 2015, Vape Holdings, Inc. (the "Company") issued a Secured Series B Preferred Stock Convertible Promissory Note and a Amended and Restated Secured Series B Preferred Stock Convertible Promissory Note to HIVE Ceramics, LLC ("HIVE") in the aggregate amount of $300,000 (the "Notes") which consisted of $50,000 in new capital and the restructuring and replacement of an existing $250,000 debt owed to HIVE. Mr. Tracey is the sole managing member of HIVE with sole voting and dispositive power. The Notes convert into Series B Preferred Stock at a price of $0.01. The Series B Preferred Stock has 5 votes for every 1 vote of common stock and is convertible into 1 share of common stock of the Company for every 1 share of Series B Preferred Stock. The Notes are convertible at any time at Mr. Tracey's option.