SEC Form 4 · accession 0001104659-17-040643
HYPERDYNAMICS CORP · HDYN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ray Leonard
Officer — CEO and President · Director
Period of report
Mar 17, 2017
Accepted (ET)
Jun 21, 2017 · 3:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000937136
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1% Series A Convertible Preferred StockF1,F2 | $2.75 | Mar 17, 2017 | P | 50 | A | — | Dec 17, 2017 | Common Stock | 18,909 | 50 | D |
| Common Stock Warrant (Right to Buy) | $3.50 | Mar 17, 2017 | P | 11,150 | A | Mar 17, 2017 | Mar 16, 2019 | Common Stock | 11,150 | 11,150 | D |
Explanation of responses
- F1The stated value of the Series A Convertible Preferred Stock ($1,040 per share) plus any accrued but unpaid dividends is convertible into issuer's common stock at a price per share equal to the lower of (i) $2.75 (subject to adjustment in certain circumstances), or (ii) 80% of the lowest closing price during 21 consecutive trading days ending on the trading day immediately prior to the conversion date, subject to a floor of $0.25 per share (which floor is subject to adjustment in certain circumstances). This number assumes conversion in full on the date of acquisition (See Note 2 below) at a conversion price of $2.75 per share of common stock.
- F2The Series A Convertible preferred stock is convertible at the option of the reporting person, in whole or in part, into shares of common stock at any time after the earlier (i) the date a registration statement under the Securities Act of 1933, as amended, registering for resale shares of common stock issuable upon conversion of the Series A Convertible preferred stock is declared effective by the Securities and Exchange Commission or (ii) September 17, 2017. If no conversion has taken place by December 17, 2017, shares of the Series A Convertible preferred stock will automatically convert into shares of common stock of the issuer.