SEC Form 4 · accession 0001249155-16-000083

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

Oct 21, 2016

Accepted (ET)

Oct 25, 2016 · 4:24 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	Oct 21, 2016	M	25,000	$4.20	A	231,096	D
Common Stock	Oct 21, 2016	F	19,811	$5.30	D	211,285	D
Common Stock^F1	holding	—	—		—	472,000	I	By limited partnership
Common Stock^F2	holding	—	—		—	34,397	I	By trust
Common Stock^F3	holding	—	—		—	51,022	I	By corporation
Common Stock^F4	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
Stock options (right to buy)^F5	$4.20	Oct 21, 2016	M	25,000	D	—	Oct 24, 2016	Common Stock	25,000	0	D

Explanation of responses

F1Owned directly by Glenbrook Capital Limited Partnership ("GBLP"). The reporting person is a limited partner, and a portfolio advisor and owner of the 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.
F2Owned directly by The Lindsay Anne Wickersham 1999 Irrevocable Trust (the "Trust"), a trust for the benefit of the reporting person's minor daughter. The reporting person is the trustee of the Trust, and he 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 the reported shares for purposes of Section 16 or for any other purposes.
F3Owned directly by Glenbrook Capital Management ("GCM"). The reporting person is the sole owner of GCM and is one of four directors. He disclaims beneficial ownership of the reported shares for purposes of Section 16 or for any other purposes.
F4Owned directly by RWL Management. The reporting person is the majority owner, an officer and one of two directors of the 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.
F5Options vested and became exercisable in four quarterly installments over one year, commencing on January 1, 2012.