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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 | ||||||||
Warrants | $ 3 | 04/26/2022 | J(1) | 1,333,333 | 04/26/2022(6) | 04/25/2027 | Common Stock | 1,333,333 | $ 0 | 1,333,333 | I | By Digital Power Lending, LLC (2) | |||
Warrants | $ 3 | 08/08/2021(6) | 08/07/2026 | Common Stock | 666,667 | 666,667 | I | By Digital Power Lending, LLC (2) | |||||||
Warrants | $ 3 | 03/09/2021(6) | 03/08/2026 | Common Stock | 1,333,333 | 1,333,333 | I | By Digital Power Lending, LLC (2) | |||||||
Warrants | $ 3 | 04/30/2019 | 04/29/2024 | Common Stock | 5,000,000 | 5,000,000 | I | By Ault Life Sciences Fund, LLC (5) | |||||||
Warrants | $ 3 | 08/31/2020 | 08/30/2025 | Common Stock | 16,667 | 16,667 | I | By BitNile Holdings, Inc. (7) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AULT MILTON C III 11411 SOUTHERN HIGHLANDS PARKWAY SUITE 240 LAS VEGAS, NV 89141 |
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/s/ Milton C. Ault, III | 04/28/2022 | |
**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) | In connection with a securities purchase agreement dated March 9, 2021, the Issuer agreed to sell an aggregate of 6,666,667 shares of its common stock to Digital Power Lending, LLC, for an aggregate of Ten Million Dollars ($10,000,000) (the "Transaction"). In connection with the Transaction, on April 26, 2022, DPL received warrants to purchase 1,333,333 shares of common stock as additional consideration for purchase of 2,666,667 shares of common stock for $1.50 per share. |
(2) | Digital Power Lending, LLC ("DPL") is a wholly-owned subsidiary of BitNile Holdings, Inc. ("BH"). Mr. Ault, the Executive Chairman of BH, is deemed to have voting and investment power with respect to the securities held of record by DPL. |
(3) | Milton C. Ault, III, is the Manager of Ault Alpha GP LLC ("Ault GP") and Ault Capital Management LLC ("AC Management"). Ault GP and AC Management are the general partner and investment manager to Ault Alpha LP, respectively. As such, Mr. Ault is deemed to beneficially own the shares held by Ault Alpha LP. |
(4) | Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences, Inc. |
(5) | Mr. Ault has sole voting and investment power with respect to the securities held of record by Ault Life Sciences Fund, LLC. |
(6) | The warrant may be exercised by the Holder on any day on or after the date of issuance, subject to beneficial ownership blocker provisions contained therein. |
(7) | Mr. Ault serves as Executive Chairman of BH and is deemed to have voting and investment power with respect to the securities held of record by BH. |