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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrant to Purchase Common Stock | $ 0.5 | 05/31/2013 | P | 312,500 | 05/31/2013 | 05/31/2016 | Common Stock | 312,500 | (1) | 312,500 | I | By IPNav Capital, LLC (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SPANGENBERG ERICH 2515 MCKINNEY AVENUE, SUITE 1000 DALLAS, TX 75201 |
X | |||
TechDev Holdings, LLC 11700 PRESTON ROAD, SUITE 660-207 DALLAS, TX 75201 |
X | |||
Acclaim Financial Group, LLC 11700 PRESTON ROAD, SUITE 660-207 DALLAS, TX 75201 |
X | |||
Spangenberg Audrey 2515 MCKINNEY AVENUE, SUITE 1000-B DALLAS, TX 75201 |
X |
TechDev Holdings, LLC, By: /s/ Audrey Spangenberg, Title: Manager | 06/07/2013 | |
**Signature of Reporting Person | Date | |
Acclaim Financial Group, LLC, By: /s/ Audrey Spangenberg, Title: Managing Director | 06/07/2013 | |
**Signature of Reporting Person | Date | |
Audrey Spangenberg, By: /s/ Audrey Spangenberg | 06/07/2013 | |
**Signature of Reporting Person | Date | |
Erich Spangenberg, By: /s/ Erich Spangenberg | 06/07/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The shares of common stock and warrants were purchased by IPNav Capital, LLC ("IPNav Capital") in the Issuer's private placement for $250,000. |
(2) | Represents shares held directly by IPNav Capital. IP Navigation Group, LLC is the sole member of IPNav Capital. Erich Spangenberg is the managing member and owner of 90% of the membership interests in IP Navigation Group, LLC. Accordingly, Erich Spangenberg may be deemed to beneficially own all of the shares that are owned by IPNav Capital. Mr. Spangenberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Spangenberg is the beneficial owner of these securities for the purpose of Section 16 or for any other purpose. |
(3) | Represents shares held directly by TechDev Holdings, LLC (f/k/a Plutus IP, LLC) ("TechDev") as reported on the Form 3 filed by the reporting persons on May 2, 2013. Acclaim Financial Group, LLC ("AFG") is the sole member of TechDev. Accordingly, AFG may be deemed to beneficially own all of the shares that are owned by TechDev. Audrey Spangenberg is the sole managing member of AFG, and accordingly may be deemed to beneficially own all of the shares that are owned by TechDev. Ms. Spangenberg disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, (continue in footnote 4) |
(4) | (continue from footnote 3) and the inclusion of these shares in this report shall not be deemed an admission that Ms. Spangenberg is the beneficial owner of these securities for the purpose of Section 16 or for any other purpose. Erich Spangenberg, the spouse of Audrey Spangenberg, may be deemed to beneficially own all of the shares that are owned by Audrey Spangenberg. Mr. Spangenberg disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that Mr. Spangenberg is the beneficial owner of these securities for the purpose of Section 16 or for any other purpose. |
(5) | Represents shares held directly by Erich Spangenberg as reported on the Form 3 filed by the reporting persons on May 2, 2013. Audrey Spangenberg, the spouse of Erich Spangenberg, may be deemed to beneficially own all of the shares that are owned by Erich Spangenberg. Ms. Spangenberg disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission that Ms. Spangenberg is the beneficial owner of these securities for the purpose of Section 16 or for any other purpose. |