SEC Form 4 · accession 0001493152-17-010439
CEA Industries Inc. · BNC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chris Bechtel
Officer — CEO/President · Director
Period of report
Sep 6, 2017
Accepted (ET)
Sep 11, 2017 · 12:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001482541
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | $0.00 | Sep 6, 2017 | A | 3,000,000 | A | — | — | Common Stock | 3,000,000 | 3,000,000 | D |
| Option to purchase common stockF2 | $0.135 | Sep 6, 2017 | J | 450,000 | A | Aug 8, 2017 | Aug 8, 2027 | Common Stock | 450,000 | 2,450,000 | D |
| Option to purchase common stockF3 | $0.135 | Sep 6, 2017 | J | 450,000 | A | Mar 1, 2018 | Aug 8, 2027 | Common Stock | 450,000 | 2,000,000 | D |
Explanation of responses
- F1On September 6, 2017, the Issuer's board of directors granted the Reporting Person a total of 3,000,000 restricted stock units, which vest based on the Reporting Person's continued service and subject to the following performance thresholds: (i) 1,500,000 restricted stock units will vest on March 31, 2019 if the Issuer achieves 2018 revenue of $18,000,000, and (iii) 1,500,000 restricted stock units will vest on March 31, 2020 if the Issuer achieves 2019 revenue of $25,000,000.
- F2On August 8, 2017, the Issuer's board of directors approved the grant of non-qualified stock options to purchase 450,000 shares of common stock at an exercise price of $0.135, the closing price of Issuer's common stock on August 7, 2017, which were vested and exercisable on the date of grant. These options were granted for services as a director. In connection with the foregoing grant of restricted stock units, the Reporting Person agreed to terminate and cancel these non-qualified stock options as of September 6, 2017.
- F3On August 8, 2017, the Issuer's board of directors also approved the additional grant of non-qualified stock options to purchase 450,000 shares of common stock at an exercise price of $0.135, which vest and become exercisable on March 1, 2018 if the Reporting Person continues to provide services as a director on March 1, 2018. These options were granted for services as a director. In connection with the foregoing grant of restricted stock units, the Reporting Person agreed to terminate and cancel these non-qualified stock options as of September 6, 2017.