SEC Form 5 · accession 0001493152-18-001704
Boxlight Corp · BOXL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Henry Nance
Officer — Chief Operating Officer
Period of report
Dec 31, 2017
Accepted (ET)
Feb 9, 2018 · 10:48 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001624512
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Nov 30, 2017 | A | 85,714 | — | A | 85,714 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options | $7.00 | Nov 30, 2017 | A | 37,829 | A | Dec 31, 2017 | Sep 18, 2019 | Class A Common Stock | 37,829 | 144,020 | D |
Explanation of responses
- F1r. Nance received these shares as the result of a share purchase agreement, whereby Boxlight Holdings, Inc., a subsidiary of the parent acquired the equity of the Boxlight Group. The purchase price was paid by delivery of 270,000 shares of the Issuer's Series C Preferred Stock. Upon completion of the Issuer's offering and the listing of its Class A common stock on the Nasdaq Capital Market, the Series C Preferred Stock automatically converted into 2,055,873 shares of Class A common (including certain bonus shares of Class A common stock representing 8% of the shares issuable upon conversion of the Series C Preferred Stock) (the "Shares"). Mr. Nance received 85,714 of these Shares.