SEC Form 4 · accession 0000903423-19-000125
EMPIRE RESORTS INC · NYNY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Feb 20, 2019
Accepted (ET)
Feb 21, 2019 · 4:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000906780
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Series F Convertible Preferred StockF3,F1,F2 | $20.00 | Feb 20, 2019 | P | 200 | A | Feb 20, 2019 | Dec 31, 2038 | Common Stock | 1,000,000 | 320 | D |
Explanation of responses
- F1At any time prior to December 31, 2038 (the "Maturity Date"), the Series F Preferred Stock (the "Preferred Stock") is convertible in whole or in part, at the option of the holder of the Preferred Stock, into shares of common stock, par value $.01 per share ("Common Stock"), in such amount equal to $100,000 (the "Stated Value") divided by $20.00 (the "Conversion Price") multiplied by the number of shares of Preferred Stock being converted. The conversion price is subject to certain customary adjustments.
- F2If the holder of Preferred Stock has not given notice of conversion prior to the Maturity Date, each share of Preferred Stock that is outstanding on the Maturity Date shall automatically be converted into that number of shares of Common Stock determined by dividing the Stated Value by the 90-day volume-weighted average price for a share of Common Stock for the period ending the day immediately prior to the Maturity Date.
- F3Kien Huat shall also be entitled to vote on all matters submitted to the vote of the holders of Common Stock on an as-converted basis and not as a separate class, except as required by law.