SEC Form 3 · accession 0001553350-15-001139
DS HEALTHCARE GROUP, INC. · DSKX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Renee Barch-Niles
Officer — Chief Executive Officer
Period of report
Oct 26, 2015
Accepted (ET)
Nov 3, 2015 · 10:10 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001463959
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001F1 | holding | — | — | — | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF2 | — | holding | — | — | — | Jan 1, 2016 | Jan 1, 2017 | Common Stock | — | — | D |
Explanation of responses
- F1Pursuant to her employment agreement, Ms. Renee Barch-Niles' is entitled to receive up to 465,924 shares of common stock which consists of: (i) 450,000 shares that shall vest monthly over the course of the first 48 months following the effective date (which is equal to 9,375 shares per month); and (ii) an equity signing bonus grant of 15,924 shares that vest monthly in an amount of 1,327 shares per month for 12 consecutive months. The equity grants are subject to a make-whole in the event that the shares are worth less than $2,500,000 and $50,000, respectively, the Company will issue additional shares to Barch-Niles to bring the value of the shares to $2,500,000 and $50,000, respectively, subject to a minimum price per share of $3.50.
- F2The warrants are to be issued on January 1 of each year Ms. Barch-Niles is employed and the exercise price on the warrant shall be calculated as the average price in the last five trading days of the year.