SEC Form 4 · accession 0001213900-18-007273
Helix TCS, Inc. · HLIX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Daniel J McMahon
Director
Period of report
Jun 1, 2018
Accepted (ET)
Jun 5, 2018 · 5:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001611277
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 1, 2018 | A | 26,954 | $0.00 | A | 26,954 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $0.11 | Jun 1, 2018 | A | 26,954 | A | — | Feb 28, 2025 | Common Stock | 26,954 | 26,954 | D |
| Stock Option (Right to Buy)F3 | $0.79 | Jun 1, 2018 | A | 68,339 | A | — | Jul 31, 2026 | Common Stock | 68,339 | 68,339 | D |
| Stock Option (Right to Buy)F4 | $1.66 | Jun 1, 2018 | A | 150,072 | A | — | May 29, 2028 | Common Stock | 150,072 | 150,072 | D |
| Stock Option (Right to Buy)F5 | $1.66 | Jun 1, 2018 | A | 11,715 | A | — | May 29, 2028 | Common Stock | 11,715 | 11,715 | D |
Explanation of responses
- F1Received in exchange for 2,761 shares of Bio-Tech Software, Inc. (?BioTrackTHC?) stock in connection with its merger into Helix Acquisition Sub, Inc., a wholly-owned subsidiary of the Issuer (the ?Merger?). Of the 26,954 shares issued to the Reporting Person in connection with the Merger, 1,453 shares are currently being held in escrow and are subject to forfeiture during the eighteen-month period following the Merger to satisfy indemnification obligations of the Issuer, if any.
- F2Received in the Merger in exchange for an employee stock option to acquire 2,761 shares of BioTrackTHC common stock for $1.00 per share. The stock option is fully vested.
- F3Received in the Merger in exchange for an employee stock option to acquire 7,000 shares of BioTrackTHC common stock for $7.67 per share. The stock option vests 25% on each annual anniversary, beginning on February 7, 2017, subject to the Reporting Person?s continued employment with BioTrackTHC.
- F4Received in the Merger in exchange for an employee stock option to acquire 15,372 shares of BioTrackTHC common stock for $16.11 per share. The stock option vested 25% on May 30, 2018 and the remaining 75% of the shares subject to the stock option vest 25% on the annual anniversary, beginning on February 7, 2019, subject to the Reporting Person?s continued employment with BioTrackTHC.
- F5Received in the Merger in exchange for an employee stock option to acquire 1,200 shares of BioTrackTHC common stock for $16.11 per share. The stock option vests 25% on each annual anniversary, beginning on February 7, 2019, subject to the Reporting Person?s continued employment with BioTrackTHC.