SEC Form 4 · accession 0001493152-17-003455
Park Place Energy Inc. · PKPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott C Larsen
Officer — President and CEO · Director
Period of report
Mar 31, 2017
Accepted (ET)
Apr 4, 2017 · 2:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001648636
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares | holding | — | — | — | 703,571 | D | ||
| Common Shares | holding | — | — | — | 200,000 | I | Larsen Energy Consulting Inc. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Units [2017]F1,F9,F10 | — | Mar 31, 2017 | A | 78,947 | A | — | — | Common Shares | 78,947 | 78,947 | D |
| WarrantsF6,F8 | $0.20 | holding | — | — | — | Aug 27, 2013 | Aug 27, 2017 | Common Shares | 250,000 | 250,000 | D |
| WarrantsF7,F8 | $0.20 | holding | — | — | — | Aug 27, 2013 | Aug 27, 2018 | Common Shares | 250,000 | 500,000 | D |
| Stock Options | $0.10 | holding | — | — | — | May 1, 2013 | Apr 30, 2018 | Common Shares | 600,000 | 600,000 | I |
| Stock Options | $0.18 | holding | — | — | — | Mar 27, 2017 | Mar 26, 2021 | Common Shares | 400,000 | 400,000 | D |
| Restricted Stock Units [2015]F1,F2,F3 | — | holding | — | — | — | — | — | Common Shares | 451,475 | 451,475 | D |
| Restricted Stock Units [2016]F1,F4,F5 | — | holding | — | — | — | — | — | Common Shares | 363,571 | 363,571 | D |
Explanation of responses
- F1Each Restricted Stock Unit is a notional share of common shares of the Issuer, with a value of each Unit being equal to the Fair Market value of a share of common stock at any time.
- F10Upon the occurrence of 9(a) or (b) above, or a change of control, termination of service due to death, disability or termination of service, all unvested Restricted Stock Units shall immediately become vested.
- F2100% of the total Restricted Stock Units shall vest on December 1, 2017 (pursuant to Amendment dated February 23, 2017) provided Mr. Larsen is still a contractor providing services to the Issuer on that date. Vesting will be accelerated if the Issuer either (a) raises an aggregate of $10 million through the sale of the Issuer's equity, or (b) becomes entitled to realize economic benefits of at least $20 million through any combination of capital raising or financing transactions.
- F3Upon the occurrence of 2(a) or (b) above, or a change of control, termination of service due to death, disability or termination of service, all unvested Restricted Stock Units shall immediately become vested.
- F4100% of the total Restricted Stock Units shall vest on December 1, 2017 provided Mr. Larsen is still a contractor providing services to the Issuer on that date. Vesting will be accelerated if the Issuer either (a) raises an aggregate of $10 million through the sale of the Issuer's equity, or (b) becomes entitled to realize economic benefits of at least $20 million through any combination of capital raising or financing transactions.
- F5Upon the occurrence of 4(a) or (b) above, or a change of control, termination of service due to death, disability or termination of service, all unvested Restricted Stock Units shall immediately become vested.
- F6The expiration date of these warrants was extended to August 23, 2017 pursuant to Amendment dated August 3, 2016.
- F7The expiration date of these warrants was extended from August 23, 2017 to August 23, 2018 pursuant to Amendment dated March 27, 2017.
- F8All 500,000 warrants described in this table were originally issued at the same time, but they have been divided into two groups in this table to reflect the differing expiration dates.
- F9100% of the total Restricted Stock Units shall vest on March 31, 2018 provided Mr. Larsen is still a contractor providing services to the Issuer on that date. Vesting will be accelerated if the Issuer either (a) raises an aggregate of $10 million through the sale of the Issuer's equity, or (b) becomes entitled to realize economic benefits of at least $20 million through any combination of capital raising or financing transactions.