SEC Form 4 · accession 0001437749-16-034058
MIKROS SYSTEMS CORP · MKRS.OB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas J Meaney
Officer — President and CFO · Director · 10% Owner
Period of report
Jun 16, 2016
Accepted (ET)
Jun 20, 2016 · 12:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000317340
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Redeemable Series C Preferred StockF1 | Jun 16, 2016 | S$0 | 5,000 | — | D | 0 | D | |
| Series D Preferred StockF1 | Jun 16, 2016 | S$0 | 138,000 | — | D | 0 | D | |
| Common StockF1 | Jun 16, 2016 | P$0 | 2,533,168 | — | A | 6,045,235 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Convertible Preferred StockF1,F2 | — | Jun 16, 2016 | S | 50,000 | D | — | — | Convertible Preferred Stock | 50,000 | 0 | D |
| Series B Convertible Preferred StockF1,F3 | — | Jun 16, 2016 | S | 649,925 | D | — | — | Series B Convertible Preferred Stock | 649,925 | 0 | D |
Explanation of responses
- F1The reporting person entered into an Exchange Agreement with the Issuer on June 16, 2016 (the "Exchange Agreement"). Under the Exchange Agreement, certain shares of preferred stock were exchanged for cash and shares of common stock as follows: (i) each share of Convertible Preferred Stock was exchanged for $0.165 in cash and 1.95 shares of common stock; (ii) each share of Series B Convertible Preferred Stock was exchanged for $0.0825 in cash and 2.43 shares of common stock; (iii) each share of Redeemable Series C Preferred Stock was exchanged for $2.708 in cash and 31.27 shares of common stock; and (iv) each share of Series D Preferred Stock was exchanged for $0.36232 in cash and 5.072464 shares of common stock.
- F2Each share of Convertible Preferred Stock was convertible at any time into one share of common stock, and had no expiration date.
- F3Each share of Series B Convertible Preferred Stock was convertible at any time into three shares of common stock, and had no expiration date.