SEC Form 4 · accession 0000940128-16-000007

Function(x) Inc. · FNCX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Robert F X Sillerman

Officer — Chairman & CEO · Director · 10% Owner

Period of report

Aug 22, 2016

Accepted (ET)

Aug 26, 2016 · 6:46 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000725876

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	holding	—	—	—	30,811,268	I	1
Common Stock	holding	—	—	—	37,268	D
Common Stock^F2	holding	—	—	—	8,750,000	I	2

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series C Preferred Stock^{F12,F16,F1,F17}	—	Aug 22, 2016	A	23,264	A	Aug 22, 2016	—	Common Stock	—	16	I
Series C Preferred Stock^{F13,F16,F17,F12}	—	Aug 22, 2016	A	153	A	Aug 22, 2016	—	Common Stock	—	16	D
Series C Preferred Stock^{F14,F16,F2,F17,F12}	—	Aug 22, 2016	A	4,050	A	Aug 22, 2016	—	Common Stock	—	16	I
Series C Preferred Stock^{F15,F16,F3,F17}	—	Aug 22, 2016	A	3,608	A	Aug 22, 2016	—	Common Stock	—	16	I
Restricted Stock Unit^F11	—	holding	—	—	—	—	—	Common Stock	93,054	93,054	D
Warrants (right to buy)^F4,F1	$1.78	holding	—	—	—	Mar 16, 2015	Mar 16, 2020	Common Stock	350,000	350,000	I
Warrants (right to buy)^F5,F1	$3.51	holding	—	—	—	Oct 24, 2014	Oct 24, 2019	Common Stock	225,000	225,000	I
Warrants (right to buy)^F6,F1	$2.98	holding	—	—	—	Nov 25, 2014	Nov 25, 2019	Common Stock	150,000	150,000	I
Warrants (right to buy)^F7,F1	$3.63	holding	—	—	—	Dec 15, 2014	Dec 15, 2019	Common Stock	775,000	775,000	I
Warrants (right to buy)^F8,F1	$80.00	holding	—	—	—	Mar 11, 2013	Mar 11, 2018	Common Stock	125,000	125,000	I
Warrants (right to buy)^F9,F1	$55.20	holding	—	—	—	Sep 16, 2013	Sep 16, 2018	Common Stock	62,500	62,500	I
Warrants (right to buy)^F10	$80.00	holding	—	—	—	—	—	Common Stock	175,563	175,563	I

Explanation of responses

F1Held by Sillerman Investment Company III LLC ("SIC III"), of which the Reporting Person is the manager and sole member. These shares were acquired in a transaction exempt from the provisions of Section 16(b) pursuant to Rule 16-b(3) thereunder.
F10Warrants previously acquired by SIC II, exercisable at $80.00 per share.
F11Restricted stock units in respect of 155,090 shares of Common Stock granted pursuant to the Company's 2011 Executive Incentive Plan. These restricted stock units vested as to 31,018 shares on May 1, 2015 and an additional 31,018 shares will vest on each of May 1, 2017, May 1, 2018 and May 1, 2019. Each restricted stock unit represents the right to receive, at settlement, one (1) share of common stock. This transaction represents the settlement of restricted stock units in shares of common stock on their scheduled vesting date.
F12Debt held by SIC III was exchanged for shares of Series C Preferred Stock.
F13Debt held by the Reporting Person was exchanged for shares of Series C Preferred Stock.
F14Debt held by SIC IV was exchanged for shares of Series C Preferred Stock.
F15Debt held by SIC VI was exchanged for shares of Series C Preferred Stock.
F16Subject to the existing Exchange Agreement, the Series C Preferred Shares are exchangeable for common shares, the number of which will be based on the pricing at the time of exchange.
F17The Series C Preferres Shares are exchangeable for common shares pursuant to a pre-existing exchange agreement. Any exchange is subject to certain conditions but there is no expiration on the time at which such exchange may occur.
F2Held by Sillerman Investment Company IV LLC ("SIC IV"), of which the reporting person is the manager and sole member. These shares were acquired in a transaction exempt from the provisions of Section 16(b) pursuant to Rule 16b-3 thereunder.
F3Held by Sillerman Investment Company VI ("SIC VI"), of which the Reporting Person is the manager and sole member. These shares were acquired in a transaction exempt from the provisions of Section 16(b) pursuant to Rule 16b-3 thereunder.
F4Warrants previously acquired by SIC III, exercisable at $1.78 per share.
F5Warrants previously acquired by SIC III, exercisable at $3.51 per share.
F6Warrants previously acquired by SIC III, exercisable at $2.98 per share.
F7Warrants previously acquired by SIC III, exercisable at $3.63 per share.
F8Warrants previously acquired by the Reporting Person, exercisable at $80.00 per share.
F9Warrants previously acquired by Sillerman Investment Company II, LLC ("SIC II"), of which the Reporting Person is the manager and sole member, exercisable at $55.20 per share.