SEC Form 4 · accession 0001140361-17-042204
ALKALINE WATER Co INC · WTER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Richard A Wright
Officer — President VP CEO COO · Director
LIFEWATER INDUSTRIES, LLC
10% Owner
WIN INVESTMENTS, LLC
10% Owner
Period of report
Nov 1, 2017
Accepted (ET)
Nov 13, 2017 · 5:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001532390
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF1,F6 | Nov 8, 2017 | J | 10,000,000 | — | D | 0 | D | |
| Series D Preferred StockF4,F6 | Nov 9, 2017 | J | 300,000 | — | A | 1,300,000 | D | |
| Series D Preferred StockF4,F7 | Nov 9, 2017 | J | 200,000 | — | A | 1,500,000 | D | |
| Common StockF6 | Nov 9, 2017 | J | 700,000 | — | A | 700,000 | D | |
| Common StockF8 | Nov 1, 2017 | J | 169,300 | — | A | 169,300 | I | WiN Investments LLC |
| Series A Preferred StockF1 | holding | — | — | — | 10,000,000 | D | ||
| Series C Preferred StockF2,F3 | holding | — | — | — | 1,500,000 | D | ||
| Series D Preferred StockF4 | holding | — | — | — | 1,000,000 | D | ||
| Common StockF5 | holding | — | — | — | 169,572 | I | Lifewater Industries, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF7 | $0.52 | Nov 8, 2017 | J | 1,500,000 | A | Jan 29, 2016 | Oct 7, 2023 | Common | 1,500,000 | 0 | D |
Explanation of responses
- F1The Series A Preferred Stock has 10 votes per share and is not convertible into shares of common stock.
- F2The Series C Preferred Stock is convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of common stock at any time after (i) The Alkaline Water Company Inc. ("Alkaline Water") achieves the consolidated revenue of the company and all of its subsidiaries equal to or greater than $15,000,000 in any 12 month period, ending on the last day of any quarterly period of its fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series C Preferred Stock will be convertible as may be agreed by Alkaline Water and the holder in writing from time to time.
- F3The Series C Preferred Shares were issued in consideration for services performed by Mr. Wright pursuant to an employment agreement dated effective March 1, 2016.
- F4The Series D Preferred Stock is convertible, without the payment of any additional consideration by the holder and at the option of the holder, into one fully paid and non-assessable share of common stock at any time after (i) Alkaline Water achieves the consolidated revenue of the company and all of its subsidiaries equal to or greater than $40,000,000 in any 12 month period, ending on the last day of any quarterly period of its fiscal year; or (ii) a Negotiated Trigger Event, defined as an event upon which the Series D Preferred Stock will be convertible as may be agreed by Alkaline Water and the holder in writing from time to time.
- F5Richard A. Wright has become the manager of Lifewater Industries, LLC and thus acquired voting and dispositive control over these shares.
- F6Pursuant to an Exchange Agreement and Mutual Release of Claims dated November 8, 2017, between Alkaline Water and Richard A. Wright, Richard A. Wright acquired 700,000 shares of common stock of Alkaline Water and 300,000 shares of Series D Preferred Stock of Alkaline Water in exchange for Mr. Wright's 10,000,000 shares of Series A Preferred Stock of Alkaline Water.
- F7Pursuant to the Stock Option Forfeiture & General Release dated November 8, 2017 executed by Richard A. Wright and Sharon Wright, Mr. Wright's spouse, Richard A. Wright acquired 200,000 shares of Series D Preferred Stock of Alkaline Water in exchange for forfeiting, terminating and cancelling Mr. Wright's stock options to purchase 1,500,000 shares of common stock of Alkaline Water at an exercise price of $0.52 per share, effective as of November 8, 2017.
- F8Richard A. Wright has become the manager of WiN Investments, LLC and thus acquired voting and dispositive control over these shares.