SEC Form 4 · accession 0001249155-15-000008
S&W Seed Co · SANW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Grover T Wickersham
Director
Period of report
Mar 16, 2015
Accepted (ET)
Mar 18, 2015 · 6:17 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001477246
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 16, 2015 | S | 50,000 | $4.41 | D | 172,125 | D | |
| Common StockF2 | Mar 16, 2015 | P | 50,000 | $4.41 | A | 422,000 | I | By limited partnership |
| Common StockF3 | holding | — | — | — | 24,397 | I | By trust | |
| Common StockF4 | holding | — | — | — | 51,022 | I | By corporation | |
| Common StcokF5 | holding | — | — | — | 23,723 | I | By corporation |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1In a private transaction, the reporting person contributed shares to the limited partnership of which he may be deemed an indirect owner in exchange for an increased limited partnership interest. The result of this transaction was that the aggregate number of shares (both direct and indirect) remained unchanged but the contribution of shares resulted in a decrease in shares directly owned by the reporting person and an increase in the shares owned by the limited partnership, which may be deemed to be an increase in the shares indirectly owned by the reporting person. See footnote (2).
- F2The reporting person owns 100% of the shares of Glenbrook Capital Management ("GCM"), the corporate general partner of Glenbrook Capital Limited Partnership ("GBLP"). As the general partner, GCM could be deemed to be the beneficial owner of the portfolio securities owned by GBLP, and the reporting person could be deemed to be the beneficial owner of GCM's shares. The reporting person disclaims beneficial ownership of the shares owned by GBLP except to the extent of his pecuniary interest in the limited partnership. The inclusion of these shares in this report on his behalf shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F3The reporting person is the trustee of his daughter's trust, The Lindsay Anne Wickersham 1999 Irrevocable Trust. The reporting person disclaims beneficial ownership of any of the securities owned by the Trust. The inclusion of these shares in this report on his behalf shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- F4See footnote (2). The reporting person disclaims beneficial ownership of the shares owned by GCM except to the extent of his pecuniary interest. The inclusion of these shares in this report on his behalf shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for nay other purpose.
- F5The reporting person owns a majority of the shares of Wickersham Law Group, the corporation that owns the reported shares. He disclaims beneficial ownership except to the extent of his pecuniary interest. The inclusion of these shares in this report on his behalf shall not be an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.