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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 | ||||||||
| Stock Options | $ 1.59 | 05/14/2018 | A | 13,000 | 05/14/2018(3) | 05/31/2023 | Common Stock | 13,000 | $ 0 | 13,000 | D | ||||
| Stock Options | $ 7.86 | 09/30/2013 | A | 750 | 09/30/2013 | 09/30/2018 | Common Stock | 750 | $ 0 | 750 | D | ||||
| Stock Options | $ 8.98 | 12/31/2013 | A | 750 | 12/31/2013 | 12/31/2018 | Common Stock | 750 | $ 0 | 750 | D | ||||
| Stock Options | $ 9.38 | 03/31/2014 | A | 750 | 03/31/2014 | 03/31/2019 | Common Stock | 750 | $ 0 | 750 | D | ||||
| Stock Options | $ 11.73 | 05/16/2014 | A | 750 | 05/16/2014 | 05/15/2019 | Common Stock | 750 | $ 0 | 750 | D | ||||
| Stock Options | $ 9.24 | 08/21/2014 | A | 750 | 08/21/2014 | 08/20/2019 | Common Stock | 750 | $ 0 | 750 | D | ||||
| Stock Options | $ 10.26 | 11/24/2014 | A | 1,750 | 11/24/2014 | 11/23/2019 | Common Stock | 1,750 | $ 0 | 1,750 | D | ||||
| Stock Options | $ 10.05 | 04/06/2015 | A | 3,000 | (4) | 04/05/2020 | Common Stock | 3,000 | $ 0 | 3,000 | D | ||||
| Stock Options | $ 4.64 | 06/02/2016 | A | 3,000 | (5) | 06/01/2021 | Common Stock | 3,000 | $ 0 | 3,000 | D | ||||
| Stock Options (right to purchase) | $ 1.69 | 01/02/2018 | A | 3,000 | 01/02/2018 | 12/31/2022 | Common Stock | 3,000 | $ 0 | 3,000 | D | ||||
| Convertible Notes | $ 2.25 | 02/28/2017 | J(6) | $ 21,480 | 11/23/2016 | 11/30/2018 | Common Stock | 9,547 | $ 21,480 | $ 1,021,480 | D | ||||
| Convertible Notes | $ 2.63 | 02/28/2017 | J(6) | $ 6,805 | 12/22/2016 | 11/30/2018 | Common Stock | 2,587 | $ 6,805 | $ 306,805 | D | ||||
| Convertible Notes | $ 2.25 | 11/23/2016 | J(7) | $ 112,000 | 11/23/2016 | 11/30/2018 | Common Stock | 49,778 | $ 112,000 | $ 112,000 | I | See Note (7) | |||
| Convertible Notes | $ 2.63 | 12/22/2016 | J(8) | $ 94,000 | 12/22/2016 | 11/30/2018 | Common Stock | 35,742 | $ 94,000 | $ 94,000 | I | See Note (8) | |||
| Convertible Notes | (9) | 02/28/2017 | J(10) | $ 4,538 | 11/23/2016 | 11/30/2018 | Common Stock | 1,880 | $ 4,538 | $ 4,538 | I | See Note (10) | |||
| Convertible Notes | $ 3.71 | 02/07/2017 | J(11) | $ 20,000 | 02/07/2017 | 01/31/2019 | Common Stock | 5,391 | $ 20,000 | $ 20,000 | I | See Note (11) | |||
| Convertible Notes | $ 3.25 | 02/17/2017 | J(12) | $ 60,000 | 02/17/2017 | 01/31/2019 | Common Stock | 18,462 | $ 60,000 | $ 80,000 | I | See Note (12) | |||
| Convertible Notes | $ 3.3 | 03/08/2017 | J(13) | $ 44,400 | 03/08/2017 | 01/31/2019 | Common Stock | 13,455 | $ 44,400 | $ 124,400 | I | See Note (13) | |||
| Convertible Notes | $ 3.78 | 03/15/2017 | J(14) | $ 43,600 | 03/15/2017 | 01/31/2019 | Common Stock | 11,535 | $ 43,600 | $ 168,000 | I | See Note (14) | |||
| Convertible Notes | $ 4 | 03/22/2017 | J(15) | $ 8,000 | 03/22/2017 | 01/31/2019 | Common Stock | 2,000 | $ 8,000 | $ 176,000 | I | See Note (15) | |||
| Warrants | $ 8.72 | 01/01/2014 | A | 10,000 | 04/01/2014 | 12/31/2019 | Common Stock | 10,000 | $ 0 | 10,000 | I | See Note (16) | |||
| Warrants | $ 5 | 08/19/2016 | P | 61,817 | 08/19/2016 | 07/31/2021 | Common Stock | 61,817 | $ 0 | 61,817 | I | See Note (15) | |||
| Warrants | $ 6.15 | 10/13/2016 | J(17) | 16,500 | 11/27/2016 | 05/26/2021 | Common Stock | 16,500 | $ 0 | 16,500 | I | See Note (16) | |||
| Warrants | $ 6.15 | 10/13/2016 | J(17) | 19,300 | 09/01/2016 | 07/31/2021 | Common Stock | 19,300 | $ 0 | 19,300 | D | ||||
| Warrants | $ 3 | 11/23/2016 | P | 88,889 | 11/23/2016 | 11/30/2021 | Common Stock | 88,889 | $ 0 | 88,889 | D | ||||
| Warrants | $ 3 | 12/22/2016 | P | 22,814 | 12/22/2016 | 11/30/2021 | Common Stock | 22,814 | $ 0 | 111,703 | D | ||||
| Warrants | $ 3 | 03/15/2017 | J(17) | 19,000 | 11/22/2016 | 11/30/2021 | Common Stock | 19,000 | $ 0 | 130,703 | D | ||||
| Warrants | $ 1.5 | 11/29/2017 | P | 48,000 | 01/29/2017 | 11/30/2022 | Common Stock | 48,000 | $ 0 | 48,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| TAGLICH MICHAEL N C/O TAGLICH BROTHERS, INC. 790 NEW YORK AVENUE, SUITE 209 HUNTINGTON, NY 11743 |
X | X | ||
| /s/ Michael N. Taglich | 05/22/2018 | |
| **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) | Owned by Tag/Kent Partners, of which Reporting Person is a General Partner, and includes 137,186 shares acquired upon conversion of notes issued in May 2017. |
| (2) | Represents shares owned by Taglich Brothers, Inc., of which the Reporting Person is Chairman and President. |
| (3) | Vests as to 5,500 shares on May 14, 2018 and in increments of 2,500 additional shares on each of June 30, September 30, 2018 and December 31, 2018. |
| (4) | Fully vested as of 11/01/2016. |
| (5) | Fully vested as of 01/01/2017. |
| (6) | Represents convertible notes received in lieu of cash payment of accrued interest on February 28, 2017. |
| (7) | Represents Issuer's 8% Subordinated Convertible Notes due November 20, 2018 ("2018 Notes") issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2018 Notes in November 2016. |
| (8) | Represents 2018 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2018 Notes in December 2016. |
| (9) | Conversion price is $2.25 per share as to $2,430 principal amount of 2018 Notes and $2.63 per share as $2,132 principal amount of 2018 Notes issued in lieu of cash payment of accrued interest on the 2018 Notes issued in November and December 2016, respectively. |
| (10) | Represents 2018 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of accrued interest on the 2018 Notes. |
| (11) | Represents Issuer's 8% Subordinated Convertible Notes due January 31, 2019 (the "2019 Notes") issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on February 7, 2017. |
| (12) | Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on February 17, 2017. |
| (13) | Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on March 8, 2017. |
| (14) | Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on March 15, 2017. |
| (15) | Represents Issuer's 2019 Notes issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, in lieu of cash payment of commissions earned for acting as placement agent for the sale of Issuer's 2019 Notes on March 21, 2017. |
| (16) | Represents warrants received by Taglich Brothers, Inc., of which the Reporting Person is Chairman and President, pursuant to Capital Markets Advisory Agreement. |
| (17) | Assignment of a portion of Placement Agent Warrants. originally issued to Taglich Brothers, Inc., of which the Reporting Person is Chairman and President. |