SEC Form 4 · accession 0001249155-16-000050
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
Feb 29, 2016
Accepted (ET)
Mar 2, 2016 · 8:29 pm EST
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 StockF3 | Feb 29, 2016 | X | 10,000 | $4.15 | A | 34,397 | I | By trust |
| Common StockF4 | Feb 29, 2016 | X | 50,000 | $4.15 | A | 472,000 | I | By limited partnership |
| Common Stock | holding | — | — | — | 189,040 | D | ||
| Common StockF5 | holding | — | — | — | 51,022 | I | By corporation | |
| Common StockF6 | holding | — | — | — | 23,723 | I | By corporation |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Subscription Rights (right to buy)F3 | $4.15 | Feb 29, 2016 | X | 10,000 | D | Jan 25, 2016 | Feb 22, 2016 | Common Stock | 10,000 | 0 | I |
| Subscription Rights (right to buy)F2 | $4.15 | Feb 29, 2016 | X | 50,000 | D | Jan 25, 2016 | Feb 22, 2016 | Common Stock | 50,000 | 0 | I |
Explanation of responses
- F1In connection with the issuer's registered rights offering, the reporting person, as the trustee of The Lindsay Anne Wickersham 1999 Irrevocable Trust, purchased 10,000 shares of common stock through the exercise of nontransferable basic and over-subscription rights to purchase the issuer's common stock. See footnote (3).
- F2Glenbrook Capital Limited Partnership, a fund in which the reporting person is the owner of the corporate general partner, purchased 50,000 shares through the exercise of nontransferable basic and over-subscription rights to purchase the issuer's common stock stock. See footnotes (4) and (5).
- 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 all of the securities owned by the Trust. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of any of the reported shares for purposes of Section 16 or for any other purposes.
- F4The reporting person owns 100% of the shares of this limited partnership's general partner. He disclaims beneficial ownership except to the extent of his pecuniary interest in the limited partnership. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purposes.
- F5The reporting person owns 100% of the shares of this corporation. He disclaims beneficial ownership except to the extent of his pecuniary interest in the corporation. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the reported shares for purposes of Section 16 or for any other purposes.
- F6The reporting person owns 75% of the shares of the corporation and is an executive officer and director thereof. He disclaims beneficial ownership except to the extent of his pecuniary interest in the corporation. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purposes.