SEC Form 4 · accession 0001144204-15-030907
HARRISON VICKERS & WATERMAN INC · HVCW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Apr 21, 2015
Accepted (ET)
May 14, 2015 · 6:59 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001472847
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Apr 21, 2015 | S$0 | 87,990,000 | — | D | 9,867 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF5,F3,F4 | — | Apr 21, 2015 | S | 32,300 | D | — | — | Common Stock | — | 0 | D |
Explanation of responses
- F1HVW Holdings LLC sold 87,990,000 shares of common stock to Attitude Drinks Incorporated for $65,000 in a private transaction.
- F2These shares were owned directly by HVW Holdings LLC. The Highgrove 44 Trust and the Rothman, Reed & Rothchild Trust are members of HVW Holdings LLC. James Giordano is the managing member of HVW Holdings LLC and has the power to vote and dispose of the securities owned by HVW Holdings LLC. Mr. Giordano disclaims beneficial ownership of the shares held by HVW Holdings LLC except to the extent of any pecuniary interest that he may have in HVW Holdings LLC.
- F3The Series A Preferred Stock is convertible at any time at the holder's election, and has no expiration date.
- F4Each share of Series A Preferred Stock is convertible into 1,000 shares of common stock.
- F5The shares of Series A Preferred Stock were transferred by HVW Holdings LLC to a purchaser in consideration of the sale of Attitude Beer Holding Co. to Harrison Vickers and Waterman Inc.