SEC Form 4/A · accession 0001140361-15-036040

AFTERMASTER, INC. · AFTM

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

A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).

This is an amendment (Form 4/A). It replaces an earlier filing for the same period.

Reporting owner

Frank Perrotti Jr.

Director · 10% Owner

Period of report

Mar 1, 2011

Accepted (ET)

Sep 28, 2015 · 9:05 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000836809

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F2	Mar 1, 2011	P	13,314	$0.69	A	185,022	D
Common Stock^F2	May 4, 2011	P	15,000	$1.00	A	200,022	D
Common Stock^F3,F1	May 4, 2011	P	37,257	$1.39	A	237,279	I	(1)
Common Stock^F2	Jul 25, 2011	P	23,077	$0.65	A	260,356	D
Common Stock^F3,F1	Jul 25, 2011	P	37,240	$0.85	A	297,596	I	(1)
Common Stock^F3,F1	Oct 13, 2011	P	65,344	$0.67	A	362,940	I	(1)
Common Stock^F2	Nov 3, 2011	P	28,846	$0.52	A	391,786	D
Common Stock^F3,F1	Dec 8, 2011	P	25,468	$0.61	A	417,254	I	(1)
Common Stock^F3,F1	Dec 8, 2011	P	33,562	$0.55	A	450,816	I	(1)
Common Stock^F2	Mar 21, 2012	P	47,500	$0.3851	A	498,316	D
Common Stock^F3,F1	Jul 3, 2012	P	256,595	$0.44	A	754,911	I	(1)
Common Stock^F3,F1	Sep 11, 2012	P	389,263	$0.25	A	1,144,174	I	(1)
Common Stock^F3,F1	Nov 19, 2012	P	396,806	$0.30	A	1,540,980	I	(1)
Common Stock^F2	Nov 19, 2012	P	224,116	$0.36	A	1,765,096	D
Common Stock^F2	Feb 22, 2013	P	121,212	$0.13	A	1,886,308	D
Common Stock^F3,F1	Feb 22, 2013	P	609,313	$0.13	A	2,495,621	I	(1)
Common Stock^F3,F1	May 8, 2013	P	761,869	$0.17	A	3,257,490	I	(1)
Common Stock^F2	May 8, 2013	P	140,845	$0.11	A	3,398,335	D
Common Stock^F2	May 30, 2013	P	45,000	$0.18	A	3,443,335	D
Common Stock^F2	Jul 22, 2013	P	89,686	$0.17	A	3,533,021	D
Common Stock^F3,F1	Jul 22, 2013	P	817,006	$0.17	A	4,350,027	I	(1)
Common Stock^F2	Oct 22, 2013	P	68,259	$0.22	A	4,418,286	D
Common Stock^F3,F1	Oct 22, 2013	P	731,871	$0.10	A	5,150,157	I	(1)
Common Stock^F3,F1	Jan 28, 2014	P	739,913	$0.10	A	5,890,070	I	(1)
Common Stock^F2	Jan 28, 2014	P	69,930	$0.10	A	5,960,000	D
Common Stock^F2	Apr 16, 2014	P	95,964	$0.16	A	6,055,964	D
Common Stock^F3,F1	Apr 16, 2014	P	727,311	$0.17	A	6,783,275	I	(1)
Common Stock^F3,F1	May 6, 2014	P	83,103	$0.23	A	6,866,378	I	(1)
Common Stock^F2	May 6, 2014	P	1,755	$0.21	A	6,868,133	D
Common Stock^F3,F1	Jul 18, 2014	P	754,180	$0.24	A	7,622,313	I	(1)

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrant^F3,F7,F1	$0.60	Apr 1, 2011	P	30,000	A	Apr 1, 2011	Apr 1, 2016	Common Stock	30,000	7	I
Warrant^F3,F7,F1	$0.60	May 1, 2011	P	30,000	A	May 1, 2011	May 1, 2016	Common Stock	30,000	7	I
Warrant^F3,F7,F1	$0.60	Jun 1, 2011	P	30,000	A	Jun 1, 2011	Jun 1, 2016	Common Stock	30,000	7	I
Warrant^F4,F7,F1	$0.60	Jun 30, 2011	P	50,000	A	Jun 30, 2011	Jun 30, 2016	Common Stock	50,000	7	I
Warrant^F4,F7,F1	$0.60	Jul 30, 2011	P	50,000	A	Jul 30, 2011	Jul 30, 2016	Common Stock	50,000	7	I
Warrant^F5,F7,F1	$0.40	Sep 30, 2011	P	25,000	A	Sep 30, 2011	Sep 30, 2016	Common Stock	25,000	7	I
Warrant^F5,F7,F1	$0.40	Oct 17, 2011	P	30,000	A	Oct 17, 2011	Oct 17, 2016	Common Stock	30,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.40	Nov 3, 2011	P	250,000	A	May 3, 2012	—	Common Stock	625,000	7	I
Warrant^F5,F7,F1	$0.40	Nov 3, 2011	P	60,000	A	Nov 3, 2011	Nov 3, 2016	Common Stock	60,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Dec 2, 2011	P	250,000	A	Jun 2, 2012	—	Common Stock	500,000	7	I
Warrant^F5,F7,F1	$0.40	Dec 2, 2011	P	112,500	A	Dec 2, 2011	Dec 2, 2016	Common Stock	112,500	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Dec 15, 2011	P	100,000	A	Jun 15, 2012	—	Common Stock	200,000	7	I
Warrant^F5,F7,F1	$0.40	Dec 15, 2011	P	50,000	A	Dec 15, 2011	Dec 15, 2016	Common Stock	50,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Dec 30, 2011	P	300,000	A	Jun 30, 2012	—	Common Stock	600,000	7	I
Warrant^F5,F7,F1	$0.40	Dec 30, 2011	P	150,000	A	Dec 30, 2011	Dec 30, 2016	Common Stock	150,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Feb 3, 2012	P	100,000	A	Aug 3, 2012	—	Common Stock	200,000	7	I
Warrant^F5,F7,F1	$0.40	Feb 3, 2012	P	25,000	A	Feb 3, 2012	Feb 3, 2017	Common Stock	25,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Feb 16, 2012	P	100,000	A	Aug 16, 2012	—	Common Stock	200,000	7	I
Warrant^F5,F7,F1	$0.40	Feb 16, 2012	P	25,000	A	Feb 16, 2012	Feb 16, 2017	Common Stock	25,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Mar 2, 2012	P	150,000	A	Sep 2, 2012	—	Common Stock	300,000	7	I
Warrant^F5,F7,F1	$0.40	Mar 2, 2012	P	37,500	A	Mar 2, 2012	Mar 2, 2017	Common Stock	37,500	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Mar 16, 2012	P	200,000	A	Sep 16, 2012	—	Common Stock	400,000	7	I
Warrant^F5,F7,F1	$0.40	Mar 16, 2012	P	50,000	A	Mar 16, 2012	Mar 16, 2017	Common Stock	50,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Apr 17, 2012	P	200,000	A	Oct 17, 2012	—	Common Stock	400,000	7	I
Warrant^F5,F7,F1	$0.40	Apr 17, 2012	P	50,000	A	Apr 17, 2012	Apr 17, 2017	Common Stock	50,000	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	May 3, 2012	P	150,000	A	Nov 3, 2012	—	Common Stock	300,000	7	I
Warrant^F5,F7,F1	$0.40	May 3, 2012	P	37,500	A	May 3, 2012	May 3, 2017	Common Stock	37,500	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Jun 5, 2012	P	125,000	A	Dec 5, 2012	—	Common Stock	250,000	7	I
Warrant^F5,F7,F1	$0.40	Jun 5, 2012	P	31,250	A	Jun 5, 2012	Jun 5, 2017	Common Stock	31,250	7	I
Convertible Promissory Note^F7,F1,F6	$0.50	Jun 20, 2012	P	125,000	A	Dec 20, 2012	—	Common Stock	250,000	7	I

Explanation of responses

F1The beneficial owner is FPJ Investments, LLC ("FPJ"), a single member LLC owned 100% by the reporting person.
F2Issued in connection with services as a Director.
F3Issued in lieu of interest.
F4Issued in connection with the modification of certain of FPJ's rights in connection with a promissory note.
F5Issued in connection with a loan by FPJ to Issuer which was evidenced by a promissory note.
F6The promissory notes are exercisable for so long as the notes are outstanding.
F7See remark.

Remarks

(Form 1 of 3) This amended Form 4 amends and restates the original Forms 4 filed by the reporting person on 3/27/12, 06/05/13, 05/28/15, and 07/22/15. This amendment reports convertible promissory notes of the Issuer that were acquired by an entity owned by the reporting person ("FPJ") which were mistakenly omitted on the original Forms 4. As reflected in this amended and restated Form 4 and the amended and restated Form 3 which was filed on September 28, 2015, as of September 28, 2015, FPJ owned 33 convertible promissory notes aggregating $3,925,000, convertible commencing 6-months after issue into an aggregate of 7,975,000 shares of the Issuer's common stock and 44 warrants exercisable for a 5-year period (which period was subsequently extended for certain of the warrants) to purchase an aggregate of 1,486,250 shares of the Issuer's common stock. The promissory notes are secured by certain assets of the Issuer and mature on the 3rd anniversary after the issue date, which maturity date has been extended from time to time, most recently to September 30, 2015. As of the date hereof, the reporting person has not sold any common stock or other securities of the Issuer.