SEC Form 4 · accession 0001171520-15-000393
U.S. GOLD CORP. · USAU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jun 16, 2015
Accepted (ET)
Jun 18, 2015 · 5:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000027093
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 16, 2015 | P | 118,000 | $2.00 | D | 217,184 | I | By Isaac Capital Group |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series A Preferred StockF2 | $2.00 | Jun 16, 2015 | P | 154,000 | D | Nov 17, 2014 | — | Common Stock | 154,000 | 154,000 | I |
| Call Option (right to buy)F3 | $5.00 | Jun 16, 2015 | P | 300,000 | D | Nov 17, 2014 | Oct 20, 2019 | Series A Preferred Stock | 300,000 | 300,000 | I |
| Warrant | $2.50 | Jun 16, 2015 | P | 500,000 | D | Nov 17, 2014 | Nov 17, 2019 | Common Stock | 500,000 | 500,000 | I |
| Call Option (right to buy)F3 | — | Jun 16, 2015 | P | 300,000 | D | Nov 17, 2014 | Oct 20, 2019 | Warrants | — | 300,000 | I |
Explanation of responses
- F1This statement is joinly filed by and on behalf of each of Isaac Capital Group LLC ("Isaac Capital") and Jon Isaac. Jon Isaac owns 100% of the membership interest of Isaac Capital.
- F2The Series A Preferred Stock is convertible into common stock of the Issuer at any time.
- F3The Reporting Person is a party to a preferred stock purchase agreement dated October 20, 2014 under which the Reporting Person has the right to purchase, at the request of the Reporting Person or the Issuer, (i) up to 600,000 additional shares of Series A Preferred Stock for $5 per share and (ii) warrants to purchase such number of shares of common stock into which the Series A Preferred Stock may be converted on the date of such issuance.