SEC Form 4 · accession 0001185185-19-000193
CLS Holdings USA, Inc. · CLSH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank Koretsky
Director · 10% Owner
Period of report
Nov 30, 2018
Accepted (ET)
Feb 8, 2019 · 4:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001522222
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 30, 2018 | C | 1,198,568 | $0.00 | A | 13,474,821 | D | |
| Common StockF2 | holding | — | — | — | 5,442,544 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Special WarrantsF1,F3,F4 | — | Nov 30, 2018 | C | 1,089,608 | D | Nov 30, 2018 | — | Units | 1,089,608 | 0 | D |
| WarrantsF1 | $0.65 | Nov 30, 2018 | C | 1,198,568 | A | Nov 30, 2018 | Jan 6, 2021 | Common Stock | 1,198,568 | 1,198,568 | D |
Explanation of responses
- F11,089,608 Special Warrants were deemed automatically exercised on behalf of, and without any further action or additional consideration required on the part of, the Reporting Person on November 30, 2018. The Special Warrants entitled the Reporting Person to acquire 1.1 Units per Special Warrant, with each Unit comprised of one common share and one common share purchase warrant, resulting in the issuance of 1,198,568 shares of common stock and common share purchase warrants to the Reporting Person. The common share purchase warrants are exercisable at CAD$0.65 per share and expire on January 6, 2021.
- F2Owned by Newcan Investment Partners LLC, an entity wholly owned by the Reporting Person.
- F3Exercisable for no additional consideration.
- F4The Special Warrants did not have an expiration date.