SEC Form 4 · accession 0001094891-16-000459
Long Blockchain Corp. · LBCC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jun 30, 2015
Accepted (ET)
Apr 6, 2016 · 4:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001629261
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jun 30, 2015 | P | 100,872 | $4.00 | A | 907,243 | I | By Ivory Castle Limited |
| Common StockF1 | Sep 30, 2015 | P$0 | 22,500 | — | A | 929,743 | I | By Ivory Castle Limited |
| Common Stock | Jan 20, 2016 | S | 65,000 | $6.50 | D | 0 | I | By Gallo Holdings Limited |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Warrants (Right to Buy)F1 | $6.00 | Sep 30, 2015 | P | 22,500 | A | Sep 17, 2015 | Sep 17, 2018 | Common Stock | 22,500 | 22,500 | I |
Explanation of responses
- F1The reporting person purchased 22,500 units from the issuer, each unit consisting of one share of the issuer's common stock and one warrant, at a price of $4.00 per unit. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $6.00 per share, subject to adjustment. The units separated immediately upon issuance. The common stock and warrants were issued separately and may be traded separately.
- F2The reporting person's sale of the issuer's common stock reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, (i) to the extent of 22,500 shares, with the reporting person's purchase of 22,500 shares included in units acquired from the issuer at a price of $4.00 per unit on September 30, 2015, and (ii) to the extent of 22,500 shares, with the reportig person's purchase of 22,500 warrants included in such units. The reporting person is paying to the issuer $56,250, representing the full amount of the profit realized in connection with the short-swing transaction, less transaction costs.