SEC Form 4 · accession 0001493152-17-006515
DIGILITI MONEY GROUP, INC. · DGLT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James L Davis
Director · 10% Owner
Period of report
Jan 24, 2017
Accepted (ET)
Jun 12, 2017 · 5:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001487906
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible Promissory NoteF1,F2 | — | Jan 24, 2017 | P | 265,033 | A | Mar 15, 2017 | Apr 30, 2018 | Common Stock | 265,033 | 265,033 | D |
| Series C Convertible Preferred StockF1,F3 | — | Mar 15, 2017 | P | 367,275 | A | Mar 15, 2017 | — | Common Stock | 367,275 | 367,275 | D |
| Warrant (Right to Buy)F4,F1 | $7.41 | Jan 24, 2017 | P | 10,371 | A | Jan 24, 2017 | Jan 23, 2022 | Common Stock | 10,371 | 10,371 | D |
| Warrant (Right to Buy)F5,F1 | $3.60 | Jan 25, 2017 | A | 28,704 | A | Jan 25, 2017 | Jan 24, 2022 | Common Stock | 28,704 | 28,704 | D |
| Warrant (Right to Buy)F6,F1 | $3.60 | Jan 26, 2017 | A | 696 | A | Jan 26, 2017 | Jan 25, 2022 | Common Stock | 696 | 696 | D |
| Warrant (Right to Buy)F7,F1 | $3.60 | Mar 2, 2017 | J | 24,024 | A | Mar 2, 2017 | Mar 1, 2022 | Common Stock | 24,024 | 24,024 | D |
Explanation of responses
- F1Reflects 1-for-1.5 reverse stock split which became effective on March 9, 2017.
- F2Convertible Term Promissory Note convertible into the Issuer's common stock on a $3.60-for-$1.00 basis.
- F3Series C Convertible Preferred Stock convertible into the Issuer's Common Stock on a $3.60-for-$1.00 basis. (This filing is deemed to correct the typographical error contained within Form 4 filed on March 20, 2017, which incorrectly stated a conversion basis of $3.60-for-$100.)
- F4Issued in consideration of the Reporting Person's agreement to convert a Convertible Term Promissory Note from the Issuer into the Issuer's common stock and to accept warrants in lieu of a cash repayment of $1,085 interest accrued in connection with the convertible note.
- F5Issued in conjunction with a Note Payable agreement between the Issuer and the Reporting Person as inducement to enter into the loan. The Issuer's Board approved the transaction.
- F6Issued pursuant to a Convertible Note Payable agreement between the Issuer and the Reporting Person.
- F7The Issuer issued the Warrants to the Reporting Person as consideration for his participation in certain financing presented to the Company.