SEC Form 4 · accession 0001437749-18-013281

Zero Gravity Solutions, Inc. · ZGSI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

May 3, 2018

Accepted (ET)

Jul 13, 2018 · 9:46 am EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001574186

Table I — non-derivative securities

No Table I lines on this filing.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrant^F1	$3.00	May 3, 2018	P	30,000	A	May 3, 2018	May 3, 2023	Common Stock, par value $0.001 per share	30,000	30,000	D
Warrant^F2	$1.00	Jul 2, 2018	P	250,000	A	Jul 2, 2018	Jul 2, 2020	Common Stock, par value $0.001 per share	250,000	250,000	D

F1On or about May 3, 2018, Mr. Smith loaned $300,000 to the Issuer, and in exchange received (a) a 10% promissory note, payable quarterly in cash and maturing on May 1, 2020, which will become convertible within 30 days of the Issuer making a payment on principal of such note, at a conversion price of $3.00 per share or the lowest price per share of any sale of common stock by the Issuer from the date of the note through conversion; and (b) a 5 year warrant dated May 3, 2018, exercisable into shares of the Issuer's common stock at $3.00 per share.
F2On or about July 2, 2018, Mr. Smith loaned $250,000 to the Issuer, and in exchange received (a) a 10% secured convertible promissory note, payable quarterly in cash and maturing on July 2, 2020, which will convert into the Issuer's common stock automatically, if not repaid and if and when the Issuer issues securities at a price per share of less than $3.00 per share, at a conversion price per share equal to such lower price; and (b) a 2 year warrant dated July 2, 2018, exercisable into shares of the Issuer's common stock at $1.00 per share.