|
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 |
|
| |||||||||||||||||||||||||||||
|
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) |
||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Waye Thom C/O SIGMA CAPITAL ADVISORS, LLC 800 THIRD AVENUE NEW YORK, NY 10022 |
X |
/s/ Kevin W. Waite | 02/11/2013 | |
**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) | Private sale of (i) 765,353 shares of common stock by Sigma Opportunity Fund II, LLC ("Sigma Fund") and (ii) 25,000 shares of common stock by Sigma Capital Advisor, LLC ("Sigma Advisors") to third party accredited investors. |
(2) | This Form 4 is filed jointly by Sigma Fund, Sigma Advisors, Sigma Capital Partners, LLC ("Sigma Partners") and Thom Waye. |
(3) | Of these securities, (i) 40,000 shares are owned directly by Sigma Advisors and (ii) 105,700 shares are owned directly by Sigma Fund. Mr. Waye, Sigma Partners and Sigma Advisors may be deemed to indirectly beneficially own the securities not directly owned by virtue of Mr. Waye being the sole member of Sigma Partners, which is the sole member of Sigma Advisors, the managing member of Sigma Fund for which Mr. Waye is the manager. Each of the reporting persons disclaims beneficial ownership of the securities not directly owned by them except to the extent of their pecuniary interest therein. |