4//SEC Filing
Stone Laurence L 4
Accession 0000899243-18-030306
CIK 0001507986other
Filed
Dec 5, 7:00 PM ET
Accepted
Dec 6, 6:31 PM ET
Size
15.6 KB
Accession
0000899243-18-030306
Insider Transaction Report
Form 4
JetPay CorpJTPY
Stone Laurence L
Director10% Owner
Transactions
- Disposition from Tender
Common Stock
2018-12-06−125,000→ 0 total(indirect: See Footnote) - Disposition from Tender
Common Stock
2018-12-06−388,573→ 0 total(indirect: See Footnote) - Disposition from Tender
Series A Preferred Stock
2018-12-06−33,667→ 0 total(indirect: See Footnote)Exercise: $2.50→ Common Stock (4,040,040 underlying) - Disposition from Tender
Common Stock
2018-12-06−13,300→ 0 total - Disposition from Tender
Common Stock
2018-12-06−336,283→ 0 total(indirect: See Footnote)
Sundara Investment Partners, LLC
10% Owner
Transactions
- Disposition from Tender
Common Stock
2018-12-06−125,000→ 0 total(indirect: See Footnote) - Disposition from Tender
Common Stock
2018-12-06−336,283→ 0 total(indirect: See Footnote) - Disposition from Tender
Series A Preferred Stock
2018-12-06−33,667→ 0 total(indirect: See Footnote)Exercise: $2.50→ Common Stock (4,040,040 underlying) - Disposition from Tender
Common Stock
2018-12-06−13,300→ 0 total - Disposition from Tender
Common Stock
2018-12-06−388,573→ 0 total(indirect: See Footnote)
Footnotes (8)
- [F1]The common stock was tendered in exchange for $5.05 per share in the tender offer (the "Tender Offer") made pursuant to the Agreement and Plan of Merger, dated as of October 19, 2018, by and among NCR Corporation, Orwell Acquisition Corporation and JetPay Corporation.
- [F2]Consists of shares of common stock owned by LHLJ, Inc., a Delaware corporation of which Mr. Stone is the sole stockholder.
- [F3]Consists of shares of common stock owned by Main Line Trading Partners, LLC, a Delaware limited liability company of which Mr. Stone is a managing member and owner of substantially all of the equity interests.
- [F4]Consists of shares of common stock owned by The Stone Family Trust, an irrevocable trust for the benefit of Mr. Stone's children, of which his wife serves as a trustee.
- [F5]Prior to the disposition reported hereby, the holders of the Series A Preferred Stock were entitled to convert their shares of Series A Preferred Stock at any time, in whole or in part, into a number of shares of common stock equal to the quotient determined by dividing (i) the original issue price of $300 per share of Series A Preferred Stock, by (ii) the conversion price, then in effect ("Conversion Price"). The Conversion Price on December 6, 2018 was $2.50.
- [F6]Based on the Conversion Price on December 6, 2018.
- [F7]The Series A Preferred Stock was tendered in exchange for $5.05 per each share of common stock underlying the Series A Preferred Stock in the Tender Offer.
- [F8]The Series A Preferred Stock is held by Sundara Investment Partners, LLC, of which Mr. Stone is the sole managing member, and, accordingly may also be deemed to have beneficial ownership of such shares.
Documents
Issuer
JetPay Corp
CIK 0001507986
Entity typeother
Related Parties
1- filerCIK 0001686923
Filing Metadata
- Form type
- 4
- Filed
- Dec 5, 7:00 PM ET
- Accepted
- Dec 6, 6:31 PM ET
- Size
- 15.6 KB