SEC Form 4 · accession 0001382963-17-000170
AIxCrypto Holdings, Inc. · AIXC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ira E. Ritter
Officer — Exec. Chairman, CSO · Director · 10% Owner
Period of report
Oct 3, 2017
Accepted (ET)
Oct 27, 2017 · 1:57 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001460702
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 3, 2017 | P$0 | 187,500 | — | A | 1,004,772 | I | by Stonehenge Partners LLC |
| Common StockF3 | holding | — | — | — | 6,250 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (right to buy)F1,F2 | $0.44 | Oct 3, 2017 | P | 187,500 | A | Oct 3, 2017 | Oct 3, 2022 | Common Stock | 187,500 | 187,500 | I |
Explanation of responses
- F1Stonehenge Partners LLC ("Stonehenge") purchased 187,500 Class A Units of the Issuer, consisting of 187,500 shares of common stock and warrants to purchase 187,500 shares of common stock, in the Issuer's October 2017 public offering at the public offering price of $0.40 per Class A Unit. The shares of common stock and warrants that are part of the Class A Units sold to Stonehenge in the puble offering were immediately separable and were issued separately in the offering.
- F2As a managing partner of Stonehenge the Reporting Person may be deemed the beneficial owner of these shares. The Reporting Person expressly disclaims beneficial ownership over these shares except to the extent of his pecuniary interest therein.
- F3These shares are held in a retirement plan trust of which the Reporting Person and his spouse are trustees. The Reporting Person's spouse and the revocable trust of the Reporting Person and his spouse are beneficiaries of the retirement plan trust. The Reporting Person expressly disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.