SEC Form 4 · accession 0001213900-16-015079

ALLTEMP, INC. · TGNT

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

Reporting owners

10% Owner

Officer — President, CEO and CFO · Director · 10% Owner

Period of report

Jun 30, 2016

Accepted (ET)

Jul 19, 2016 · 9:48 am EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000846377

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Jun 30, 2016	A	1,429,786	—	A	1,596,786	D
Common Stock^F1	Jun 30, 2016	A	1,429,786	—	A	3,026,572	I	Spider Investments, LLC

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series C Convertible Preferred Stock^F1	—	Jun 30, 2016	A	2,082	A	Jun 30, 2016	—	Common Stock	3,189,208	3,189,208	D
Series C Convertible Preferred Stock^F1	—	Jun 30, 2016	A	2,082	A	Jun 30, 2016	—	Common Stock	3,189,208	6,378,416	I

F1On June 30, 2016, the Company entered into that certain Share Exchange Agreement (the "Share Exchange Agreement") by and among the Company, Venture Track, Inc., a Delaware corporation ("Venture Track") and the shareholders of Venture Track (the "Venture Track Shareholders"). Pursuant to the Share Exchange Agreement, the Company agreed to exchange the outstanding common stock of Venture Track held by the Venture Track Shareholders for 3,089,360 shares of common stock and 4,500 shares of Series C Convertible Preferred Stock, par value $0.01 per share (the "Series C Preferred Stock"), of the Company. The 4,500 shares of Series C Preferred Stock are convertible into 6,893,100 shares of the Company's common stock, at the rate of 1,531.80 per share.