SEC Form 4 · accession 0001140361-17-021641
Veritone, Inc. · VERI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher J. Oates
Director
Period of report
May 17, 2017
Accepted (ET)
May 19, 2017 · 9:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001615165
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | May 17, 2017 | C | 20,515 | — | A | 28,759 | I | By RimLight, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Convertible Preferred StockF1,F3 | $2.9412 | May 17, 2017 | C | 27,429 | D | Jul 16, 2014 | — | Common Stock | 20,515 | 0 | I |
Explanation of responses
- F1The 27,429 shares of Veritone Series A convertible preferred stock (the "Series A stock") had no expiration date but automatically converted into 20,515 shares of Veritone common stock upon the closing of Veritone's initial public offering. The conversion price reported in Table II Column 8 reflects a 1-for-.6 reverse stock split of the common stock effected in April 2017. The Form 3 filed on behalf of the reporting person on May 11, 2017 erroneously reflected the existing common stock held by reporting person was 13,740 shares, which did not reflect the foregoing reverse stock split. Upon completion of the stock split, the shares of common stock held as of the effective date of the offering should have been reported as 8,244 shares of common stock.
- F2Does not include 52,323 shares of common stock beneficially owned by BV16, LLC, which represents the pecuniary interest of NIO Advisors, LLC in BV16, LLC. Mr. Oates is the Managing Member of NIO Advisors, LLC, but does not have any voting or dispositive power over any of the shares held by BV16, LLC.
- F3Mr. Oates is the managing director of RimLight, LLC and beneficially owns the reported securities indirectly. This report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purpose of Section 16 or for any other purpose and the reporting person disclaims beneficial ownership of the reported shares as he has no pecuniary interest in the shares.