SEC Form 4 · accession 0001520138-16-001041
Staffing Group, Ltd. · TSGL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Labor Smart, Inc.
10% Owner
Period of report
Apr 1, 2016
Accepted (ET)
Jul 6, 2016 · 6:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001561622
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 1, 2016 | J | 600,000 | — | A | 675,123 | D | |
| Common Stock | Apr 15, 2016 | P | 100 | $1.60 | A | 675,223 | D | |
| Common Stock | May 12, 2016 | P | 722 | $1.80 | A | 675,945 | D | |
| Common Stock | May 20, 2016 | P | 500 | $2.30 | A | 676,445 | D | |
| Common Stock | May 23, 2016 | P | 500 | $2.35 | A | 676,945 | D | |
| Common Stock | May 24, 2016 | P | 500 | $1.75 | A | 677,445 | D | |
| Common Stock | Jun 3, 2016 | P | 300 | $2.50 | A | 677,745 | D | |
| Common Stock | Jun 7, 2016 | P | 300 | $2.50 | A | 678,045 | D | |
| Common Stock | Jun 21, 2016 | P | 350 | $2.61 | A | 678,395 | D | |
| Common Stock | Jun 22, 2016 | P | 250 | $2.61 | A | 678,645 | D | |
| Common Stock | Jun 22, 2016 | P | 1,000 | $2.50 | A | 679,645 | D | |
| Common Stock | Jun 22, 2016 | P | 1,000 | $2.36 | A | 680,645 | D | |
| Common Stock | Jun 23, 2016 | P | 935 | $2.30 | A | 681,580 | D | |
| Common Stock | Jun 24, 2016 | P | 65 | $2.29 | A | 681,645 | D | |
| Common Stock | Jun 29, 2016 | P | 1,000 | $1.30 | A | 682,645 | D | |
| Common Stock | Jun 30, 2016 | P | 400 | $1.10 | A | 683,045 | D | |
| Common Stock | Jun 30, 2016 | P | 600 | $1.06 | A | 683,645 | D | |
| Common Stock | Jun 30, 2016 | P | 1,000 | $1.05 | A | 684,645 | D | |
| Common Stock | Jul 1, 2016 | P | 2,587 | $1.00 | A | 687,232 | D | |
| Series A PreferredF1 | Apr 1, 2016 | J | 1 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible Promissory NoteF2,F3,F4 | $0.75 | holding | — | — | — | Dec 18, 2015 | — | Common Stock | 106,667 | 106,667 | D |
Explanation of responses
- F1On April 1, 2016, Labor Smart sold the operating assets of four of its branch operations to the Issuer for cash, a promissory note and 600,000 shares of restricted common stock. In conjunction with the sale, Labor Smart sold its Series A Preferred Stock to the Chief Executive Officer of the Issuer.
- F2The convertible promissory note may be converted into shares of the issuer's common stock at a 25% discount to the lowest trading price of the issuer's common stock during the thirty (30) days immediately prior to the conversion.
- F3No Expiration
- F4Number of shares that could be converted under the convertible promissory note as of July 6, 2016.