SEC Form 4 · accession 0001144204-18-066798
GIGA TRONICS INC · GIGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
ALARA CAPITAL AVI II, LLC
10% Owner
Period of report
Dec 31, 2018
Accepted (ET)
Dec 31, 2018 · 6:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000719274
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 31, 2018 | J | 1,010,034 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series B Convertible Voting Perpetual Preferred StockF1,F2 | — | Dec 31, 2018 | J | 9,997 | D | — | — | Common Stock | 999,700 | 0 | D |
| Series C Convertible Voting Perpetual Preferred StockF1,F2 | — | Dec 31, 2018 | J | 3,425 | D | — | — | Common Stock | 342,465 | 0 | D |
| Series D Convertible Voting Perpetual Preferred StockF1,F2 | — | Dec 31, 2018 | J | 5,112 | D | — | — | Common Stock | 511,186 | 0 | D |
| Warrant (Right to Buy Common Stock)F1,F3 | $1.78 | Dec 31, 2018 | J | 898,634 | D | — | Feb 16, 2020 | Common Stock | 898,634 | 0 | D |
| Warrant (Right to Buy Common Stock)F1,F3 | $1.76 | Dec 31, 2018 | J | 194,437 | D | — | Feb 23, 2020 | Common Stock | 194,437 | 0 | D |
Explanation of responses
- F1The Reporting Person is filing this Form 4 to report the disposition of shares of common stock, convertible preferred stock and warrants of the Issuer (collectively, the "Issuer Securities") following the in-kind distribution, without consideration, of such Issuer Securities by the Reporting Person to its investors in connection with the wind up and dissolution of the Reporting Person (the "In-Kind Distribution"). As a result of the In-Kind Distribution, the Reporting Person no longer beneficially owns any common stock or any other securities of the Issuer. This Form 4 is an 'exit filing' for the Reporting Person.
- F2Each of the Series B Convertible Voting Perpetual Preferred Stock, the Series C Convertible Voting Perpetual Preferred Stock and the Series D Convertible Voting Perpetual Preferred Stock is exercisable at any time upon request and is initially convertible into shares of common stock on a 1:100 basis. Each such stock has no expiration date.
- F3Such Warrants are immediately exercisable.