SEC Form 4 · accession 0001415889-18-001411
IMAGEWARE SYSTEMS INC · IWSY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles Crocker
Director
Period of report
Sep 10, 2018
Accepted (ET)
Sep 21, 2018 · 9:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000941685
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF1,F2,F3 | $0.01 | Sep 10, 2018 | J | 23,763 | A | Sep 10, 2018 | Sep 10, 2028 | Common Stock | 23,763 | 23,763 | D |
| Convertible Line of CreditF4,F5 | $1.25 | Sep 10, 2018 | D | — | D | — | Dec 31, 2018 | Common Stock | 400,000 | — | D |
| Series A Convertible PreferredF4,F6,F7 | $1.15 | Sep 10, 2018 | A | 596 | A | Sep 10, 2018 | — | Common Stock | 518,261 | 596 | D |
Explanation of responses
- F1On September 10, 2018, the Issuer's Board of Directors declared a special dividend, payable to all holders of record of shares of the Issuer's Series A Convertible Preferred Stock ("Series A Preferred") as of September 10, 2018, pursuant to which the Reporting Person received the warrants reported herein.
- F2The warrants may only be exercised concurrently with the conversion of shares of Series A Preferred held by the Reporting Person into shares of the Issuer's common stock.
- F3The warrants will expire on the earliest to occur of (i) the conversion by the Reporting Person of all shares of Series A Preferred held by the Reporting Person into shares of the Issuer's common stock, (ii) the redemption by the Issuer of all outstanding shares of Series A Preferred held by the Reporting Person, (iii) the warrants no longer representing the right to purchase any shares of the Issuer's common stock, or (iv) the tenth anniversary of the date of issuance.
- F4As of September 10, 2018, the aggregate outstanding amount due to the Reporting Person under the Convertible Line of Credit was $596,765, which amount included $96,765 of accrued but unpaid interest (the "Outstanding Amount"). On September 10, 2018, the Reporting Person and the Issuer entered into an Exchange Agreement, pursuant to which the Reporting Person agreed to terminate the Convertible Line of Credit and the Outstanding Amount in exchange for an aggregate of 596 shares of Series A P referred.
- F5Amounts outstanding under the Convertible Line of Credit, including the principal balance and any accrued interest, are convertible at any time, at the sole option of the Reporting Person, into that number of shares of the Issuer's common stock equal to the outstanding amount, divided by $1.25 per share.
- F6Shares of Series A Preferred remain convertible so long as the shares remain issued and outstanding.
- F7Each share of Series A Preferred has a liquidation preference of $1,000 per share ("Liquidation Preference"), and is convertible, at the option of the holder, into that number of shares of the Issuer's common stock equal to the Liquidation Preference, divided by $1.15.