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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 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 C Preferred Stock | $ 3.75 | 05/21/2019 | C | 50 | (2) | (2) | Common Stock | 13,334 | $ 0 | 0 | D | ||||
Options to Purchase Common Stock | $ 3.4 | 05/22/2019 | M | 20,000 | 12/22/2016 | 12/22/2026 | Common Stock | 20,000 | $ 0 | 0 | D | ||||
Warrants to Purchase Common Stock | $ 6.85 | 05/22/2019 | M | 1,097 | 08/17/2018 | 08/17/2021 | Common Stock | 1,097 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ZELDIS JEROME B C/O BIOSIG TECHNOLOGIES, INC. 12424 WILSHIRE BLVD., SUITE 745 LOS ANGELES, CA 90025 |
X |
/s/ Kenneth L. Londoner, attorney-in-fact | 05/22/2019 | |
**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) | Each share of the Series C Preferred Stock is entitled to a nine percent (9%) annual dividend on the $1,000 per share stated value. The dividends accrued and became payable in cash or, at the Issuer's option and subject to the satisfaction of certain conditions, in pay-in-kind shares. Such cumulative dividends were payable quarterly, commencing on September 30, 2013, thereafter quarterly on December 31, March 31, June 30 and September 30, and on the conversion date. The reporting person's 50 shares of Series C Preferred Stock were converted on May 21, 2019, and the Issuer elected to pay the accrued dividends in pay-in-kind shares. Pursuant to the terms of the Series C Preferred Stock and using the price calculated pursuant to the terms of the Series C Preferred Stock, the reporting person received 3,804 shares of common stock as a payment-in-kind dividend upon conversion of 50 shares of Series C Preferred Stock owned by the reporting person on the conversion date. |
(2) | The Series C Preferred Stock could be converted at any time at the option of the holder into shares of common stock at a conversion price of $3.75 per share. The Series C Preferred Stock had no expiration date. |