SEC Form 4 · accession 0001683168-16-000830
PRECISION OPTICS CORPORATION, INC. · POCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter H Woodward
Director
Period of report
Nov 29, 2016
Accepted (ET)
Dec 1, 2016 · 5:13 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000867840
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F1 | Nov 29, 2016 | P | 156,667 | $0.60 | A | 595,680 | I | Shares held through MHW Partners, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantsF2,F1,F3 | — | Nov 29, 2016 | P | 78,333 | A | Oct 2, 2017 | Oct 16, 2017 | Common Stock | 78,333 | 233,890 | I |
| WarrantsF1 | $0.97 | Nov 29, 2016 | J | 44,704 | A | Sep 28, 2012 | Sep 28, 2017 | Common Stock | 44,704 | 278,594 | I |
| Stock OptionsF5 | $0.73 | holding | — | — | — | — | May 18, 2025 | Common Stock | 90,000 | 90,000 | D |
Explanation of responses
- F1The shares are held in the name of MHW Partners, L.P. Mr. Woodward is the managing member and general partner of MHW Partners, L.P. Mr. Woodward disclaims beneficial ownership of these shares except to the extent of his pecuniary interest in the shares.
- F2The 156,667 shares and warrants to purchase 78,333 shares of common stock were purchased in a private placement at a price of $0.60 per unit. Each unit consisted of one share of common stock and one warrant to purchase one half of one share of common stock (50% warrant coverage).
- F3The warrant exercise price is variable and depends on the Issuer's achievement of two financial performance criteria in fiscal year 2017. The warrant exercise price will be $0.40 per share, $0.20 per share or $0.01 per share if both, one or neither performance criteria are met, respectively.
- F4These warrants were issued as a result of triggering certain anti-dilution provisions in the original warrants in conjunction with the private placement. In connection therewith, the exercise price of the warrants decreased to $0.97 per share accordingly.
- F5The options vest in three installments: one-third vests immediately; one-third vests in one year on May 18, 2016; remaining one-third vests in two years on May 18, 2017.