SEC Form 4 · accession 0001209191-17-050821
Rekor Systems, Inc. · REKR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard A Nathan
Officer — Chief Operating Officer · Director · 10% Owner
Period of report
Aug 28, 2017
Accepted (ET)
Aug 30, 2017 · 7:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001697851
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Aug 28, 2017 | A | 3,186,041 | — | A | 3,186,041 | D | |
| Series A Preferred StockF3 | Aug 28, 2017 | A | 10,000 | — | A | 10,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Novume Unit WarrantF4 | $1.031 | Aug 28, 2017 | A | 10,000 | A | Nov 8, 2016 | Nov 8, 2023 | Common Stock | 4,849 | 10,000 | D |
Explanation of responses
- F1As disclosed by Novume Solutions, Inc. (the "Company") in its Current Report on Form 8-K as filed with the SEC on August 29, 2017, (the "Form 8-K") received in exchange for the common stock of KeyStone Solutions, Inc. ("KeyStone"), at the specified common stock conversion ratio pursuant to the Second Amended and Restated Agreement and Plan of Merger between the Company, KeyStone, KeyStone Merger Sub, LLC, Brekford Merger Sub, Inc., and Brekford Traffic Safety, Inc., which closed on August 28, 2017 (the "Merger").
- F21,593,021 of such common shares are subject to an option to purchase by Avon Road Partners, L.P., of which Mr. Robert Berman, CEO of the Company, is the general partner, pursuant to the Amended and Restated Avon Road Option Agreement.
- F3As disclosed by the Company in the Form 8-K, received in exchange for existing Series A Cumulative Convertible Redeemable Preferred Stock of KeyStone at the specified preferred stock conversion ratio pursuant to the Merger.
- F4As disclosed by the Company in the Form 8-K, received in exchange for existing KeyStone Unit Warrants at the specified Novume Unit Warrant conversion ratio and exercise price pursuant to the Merger.