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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 Option (right to buy) (2) | $ 0.2901 | 01/01/2010 | A | 15,000 | 01/01/2011 | 01/01/2020 | Common Stock | 15,000 | $ 0 | 15,000 | D | ||||
Stock Option (right to buy) | $ 0.327 | 01/01/2010 | 01/01/2019 | Common Stock | 15,000 | 15,000 | D | ||||||||
Stock Option (right to buy) | $ 2.66 | 01/01/2009 | 01/01/2018 | Common Stock | 15,000 | 15,000 | D | ||||||||
Stock Option (right to buy) | $ 5.12 | 01/01/2008 | 01/01/2012 | Common Stock | 15,000 | 15,000 | D | ||||||||
Stock Option (right to buy) | $ 4.74 | 01/01/2007 | 01/01/2011 | Common Stock | 15,000 | 15,000 | D | ||||||||
Warrant to purchase Common Stock | $ 0.2527 | 09/30/2009 | 03/30/2014 | Common Stock | 160,000 | 160,000 | I | see footnote (3) | |||||||
Warrant to purchase Common Stock | $ 0.2527 | 09/30/2009 | 03/30/2014 | Common Stock | 160,000 | 160,000 | I | see footnote (4) | |||||||
9% Convertible Promissory Note | $ 0.5 | 03/30/2009 | 10/01/2010 | Common Stock | 160,000 | 160,000 | I | see footnote (3) | |||||||
9% Convertible Promissory Note | $ 0.5 | 03/30/2009 | 10/01/2010 | Common Stock | 160,000 | 160,000 | I | see footnote (4) | |||||||
Warrant to purchase Common Stock | $ 0.2638 (5) | (6) | 02/06/2014 | Common Stock | 5,162 | 5,162 (5) | I | see footnote (7) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MCGOWAN EUGENE E 308 E. PENNBROOK CIRCLE SIOUX FALLS, SD 57108 |
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/s/ Monica A. Underwood - Attorney in Fact | 01/04/2010 | |
**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) | Held by Granite Partners, L.L.C. |
(2) | This option was granted under the Company's Amended and Restated Equity Incentive Plan, which meets the requirements of Rule 16b-3. |
(3) | Held by Harmony Equity Income Fund, L.L.C. Mr. McGowan may be deemed to have indirect beneficial ownership over the shares held by such entity based on his beneficial ownership and management thereof. |
(4) | Held by Harmony Equity Income Fund II, L.L.C. Mr. McGowan may be deemed to have indirect beneficial ownership over the shares held by such entity based on his beneficial ownership and management thereof. |
(5) | Share amount and exercise price reflect anti-dilution adjustments made during 2009. |
(6) | The warrant is exercisable only upon satisfaction of Dunham Capital Managment, L.L.C.'s covenants under that certain rent reduction agreement referenced in the warrant. At the time of this filing, the covenants have not been satisfied. |
(7) | Held by Henkin-McGowan Investments, LLC. Mr. McGowan may be deemed to have indirect beneficial ownership over the shares held by such entity based on his beneficial ownership and management thereof. |