SEC Form 4 · accession 0001144204-15-066480
STG Group, Inc. · STGG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew Damian Perl
Director · 10% Owner
Period of report
Nov 13, 2015
Accepted (ET)
Nov 17, 2015 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001583513
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,F3,F2 | $10.63 | Nov 13, 2015 | P | 66,928 | A | — | Nov 24, 2015 | Common Stock | 66,928 | 66,928 | I |
Explanation of responses
- F1Following the consummation of the Issuer's initial Business Combination (as defined in the Issuer's Amended and Restated Certificate of Incorporation), the convertible promissory note shall be convertible at the option of the holder at the greater of (1) $10.00 per share and (2) the 30-day trailing average of the closing price per share. The information in this table is based on an assumed conversion price of $10.63.
- F2The convertible promissory note only becomes convertible, at the election of Global Defense & National Security Holdings LLC, immediately following the consummation of the Issuer's initial Business Combination.
- F3The convertible promissory note is held by Global Defense & National Security Holdings LLC, a limited liability company indirectly controlled by Mr. Perl.