4//SEC Filing
FLEXPOINT FUND II, L.P. 4
Accession 0000899243-18-030307
CIK 0001507986other
Filed
Dec 5, 7:00 PM ET
Accepted
Dec 6, 6:33 PM ET
Size
12.2 KB
Accession
0000899243-18-030307
Insider Transaction Report
Form 4
JetPay CorpJTPY
FLEXPOINT MANAGEMENT II, L.P.
10% Owner
Transactions
- Disposition from Tender
Series A Preferred Stock
2018-12-06−99,666→ 0 totalExercise: $2.50→ Common Stock (11,959,920 underlying)
Transactions
- Disposition from Tender
Series A Preferred Stock
2018-12-06−99,666→ 0 totalExercise: $2.50→ Common Stock (11,959,920 underlying)
EDWARDS DONALD J
Director10% Owner
Transactions
- Disposition from Tender
Series A Preferred Stock
2018-12-06−99,666→ 0 totalExercise: $2.50→ Common Stock (11,959,920 underlying)
FLEXPOINT FUND II, L.P.
10% Owner
Transactions
- Disposition from Tender
Series A Preferred Stock
2018-12-06−99,666→ 0 totalExercise: $2.50→ Common Stock (11,959,920 underlying)
Footnotes (4)
- [F1]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.
- [F2]Based on the Conversion Price on December 6, 2018.
- [F3]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 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.
- [F4]The Series A Preferred Stock was held directly by Flexpoint Fund II, L.P. The general partner of Flexpoint Fund II, L.P. is Flexpoint Management II, L.P., of which the general partner is Flexpoint Ultimate Management II, LLC. The sole managing member of Flexpoint Ultimate Management II, LLC is Donald J. Edwards. Each of Flexpoint Management II, L.P., Flexpoint Ultimate Management II, LLC and Donald J. Edwards disclaimed beneficial ownership of such shares of Series A Preferred Stock, except to the extent of its or his pecuniary interest therein.
Documents
Issuer
JetPay Corp
CIK 0001507986
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001589359
Filing Metadata
- Form type
- 4
- Filed
- Dec 5, 7:00 PM ET
- Accepted
- Dec 6, 6:33 PM ET
- Size
- 12.2 KB