12/13/2024 | Press release | Distributed by Public on 12/13/2024 15:06
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 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 | ||||||||
Series G Convertible Preferred Stock(1) | $0.51 | 12/11/2024 | A | 238,418 | (1) | (2) | Common Stock | 238,418 | (3) | 238,418 | D | ||||
Warrants to Purchase Common Stock(3) | $0.65 | 12/11/2024 | A | 119,209 | (4) | (4) | Common Stock | 77,486 | (3) | 119,209 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Freedman Joseph David 755 MAIN STREET, BUILDING 4, SUITE 3 MONROE,, CT 06468 |
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/s/ Joseph D. Freedman | 12/13/2024 |
**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) | Represents Series G Convertible Preferred Stock ("Series G") purchased by the reporting person pursuant to a Securities Purchase Agreement with the Issuer. The Series G is not convertible until after shareholder approval and votes on an as-converted basis beginning at that time. |
(2) | The preferred stock is perpetual and therefore has no expiration date. |
(3) | The reporting person paid a purchase price of $121,593 for the Series G and accompanying warrants. |
(4) | Represents common stock purchase warrants purchased pursuant to the Securities Purchase Agreement referred to in footnote (1). The warrants are not exercisable until after shareholder approval. The warrants have a term of five years from the date of issuance. |