1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series A Convertible Preferred Stock
|
12/17/2014 |
Â
(6)
|
Common Stock
|
0
(2)
|
$
(7)
|
D
|
Â
|
Series A Convertible Preferred Stock
|
12/17/2014 |
Â
(6)
|
Common Stock
|
0
(2)
|
$
(7)
|
I
|
See Footnote
(8)
|
Series B Convertible Preferred Stock
|
05/18/2015 |
Â
(6)
|
Common Stock
|
0
(2)
|
$
(9)
|
D
|
Â
|
Series B Convertible Preferred Stock
|
05/18/2015 |
Â
(6)
|
Common Stock
|
0
(2)
|
$
(9)
|
I
|
See Footnote
(8)
|
Series C Convertible Preferred Stock
|
05/15/2015 |
Â
(6)
|
Common Stock
|
0
(2)
|
$
(10)
|
I
|
See Footnote
(4)
|
Series D Convertible Preferred Stock
|
10/01/2015 |
Â
(6)
|
Common Stock
|
(2)
|
$
(11)
|
I
|
See footnote
(3)
|
Series D Convertible Preferred Stcck
|
10/01/2015 |
Â
(6)
|
Common Stock
|
0
(2)
|
$
(11)
|
I
|
See footnote
(4)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(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) |
Of which 400,000 shares represent a restricted stock award under the 2014 Equity Incentive Plan approved by the Company's shareholders, and which vest at a rate of 1/24 of such award shares per month or upon a Qualified Transaction as defined in the award. |
(2) |
Excludes 2,323,531 shares of common stock underlying Series A Preferred Stock, 1659,630 shares of common stock underlying Series B Preferred Stock, 511,483 shares of common stock underlying Series C Preferred Stock and 266,670 shares of common stock underlying Series D Preferred Stock as to which the holder may not convert or exercise, as applicable, an amount which results in the holder's beneficial ownership, together with all shares owned by affiliates, exceeding 4.99% of the Company's issued and outstanding shares. |
(3) |
Betsy & Michael Brauser Charitable Family Foundation, of which Mr. Brauser has voting and dispositive power. |
(4) |
Grander Holdings Inc 401K, of which Mr. Brauser has voting and dispositive power. |
(5) |
Jointly held with spouse, Betsy Brauser. |
(6) |
This class of convertible preferred stock does not expire. |
(7) |
Convertible into 1 share of common stock per preferred share. |
(8) |
Marlin Capital Investments, LLC, of which Mr. Brauser holds voting and dispositive power. |
(9) |
Convertible into 100 shares of common stock per preferred share. |
(10) |
Convertible into 100 shares of common stock per preferred share. |
(11) |
Convertible into 10 shares of common stock per preferred share. |