Sero Capital LLC 4

Accession 0000899243-19-021942

CIK 0001362190other

View on SEC.gov Company Profile

Filed

Aug 15, 8:00 PM ET

Accepted

Aug 16, 4:06 PM ET

Size

39.9 KB

Accession

0000899243-19-021942

Insider Transaction Report

Form 4

Period: 2019-08-14

AUDIOEYE INCAEYE

Sero Capital LLC

10% Owner

Transactions

Exercise of In-Money
Common Stock
2019-08-14$1.63/sh+295,000$480,850→ 2,541,740 total(indirect: By LLC)
Exercise of In-Money
Common Stock
2019-08-14$4.07/sh+42,858$174,432→ 2,584,598 total(indirect: By LLC)
Other
Warrant (right to buy)
2019-08-14+590,000→ 590,000 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2020-11-06→ Common Stock (590,000 underlying)
Other
Warrant (right to buy)
2019-08-14+295,000→ 295,000 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2022-11-17→ Common Stock (295,000 underlying)
Exercise of In-Money
Common Stock
2019-08-14$1.63/sh+590,000$961,700→ 2,246,740 total(indirect: By LLC)
Other
Warrant (right to buy)
2019-08-14−590,000→ 0 total(indirect: By LLC)
Exercise: $2.50From: 2015-11-06Exp: 2020-11-06→ Common Stock (590,000 underlying)
Other
Warrant (right to buy)
2019-08-14+42,858→ 42,858 total(indirect: By LLC)
Exercise: $4.07From: 2019-11-14Exp: 2022-09-29→ Common Stock (42,858 underlying)
Exercise of In-Money
Warrant (right to buy)
2019-08-14−295,000→ 0 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2022-11-17→ Common Stock (295,000 underlying)
Exercise of In-Money
Warrant (right to buy)
2019-08-14−42,858→ 0 total(indirect: By LLC)
Exercise: $4.07From: 2019-11-14Exp: 2022-09-29→ Common Stock (42,858 underlying)
Purchase
Warrant (right to buy)
2019-08-14+146,667→ 146,667 total(indirect: By LLC)
Exercise: $6.00From: 2019-11-14Exp: 2020-08-14→ Common Stock (146,667 underlying)
Other
Warrant (right to buy)
2019-08-14−295,000→ 0 total(indirect: By LLC)
Exercise: $2.50From: 2017-11-17Exp: 2022-11-17→ Common Stock (295,000 underlying)
Other
Warrant (right to buy)
2019-08-14−42,858→ 0 total(indirect: By LLC)
Exercise: $6.25From: 2018-08-23Exp: 2022-09-29→ Common Stock (42,858 underlying)
Exercise of In-Money
Warrant (right to buy)
2019-08-14−590,000→ 0 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2020-11-06→ Common Stock (590,000 underlying)

Holdings

Common Stock
155,169

Moradi David

DirectorCHIEF EXECUTIVE OFFICER10% Owner

Transactions

Other
Warrant (right to buy)
2019-08-14+590,000→ 590,000 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2020-11-06→ Common Stock (590,000 underlying)
Other
Warrant (right to buy)
2019-08-14−42,858→ 0 total(indirect: By LLC)
Exercise: $6.25From: 2018-08-23Exp: 2022-09-29→ Common Stock (42,858 underlying)
Other
Warrant (right to buy)
2019-08-14+42,858→ 42,858 total(indirect: By LLC)
Exercise: $4.07From: 2019-11-14Exp: 2022-09-29→ Common Stock (42,858 underlying)
Exercise of In-Money
Warrant (right to buy)
2019-08-14−590,000→ 0 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2020-11-06→ Common Stock (590,000 underlying)
Purchase
Warrant (right to buy)
2019-08-14+146,667→ 146,667 total(indirect: By LLC)
Exercise: $6.00From: 2019-11-14Exp: 2020-08-14→ Common Stock (146,667 underlying)
Other
Warrant (right to buy)
2019-08-14−590,000→ 0 total(indirect: By LLC)
Exercise: $2.50From: 2015-11-06Exp: 2020-11-06→ Common Stock (590,000 underlying)
Exercise of In-Money
Warrant (right to buy)
2019-08-14−295,000→ 0 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2022-11-17→ Common Stock (295,000 underlying)
Exercise of In-Money
Warrant (right to buy)
2019-08-14−42,858→ 0 total(indirect: By LLC)
Exercise: $4.07From: 2019-11-14Exp: 2022-09-29→ Common Stock (42,858 underlying)
Other
Warrant (right to buy)
2019-08-14+295,000→ 295,000 total(indirect: By LLC)
Exercise: $1.63From: 2019-11-14Exp: 2022-11-17→ Common Stock (295,000 underlying)
Exercise of In-Money
Common Stock
2019-08-14$1.63/sh+590,000$961,700→ 2,246,740 total(indirect: By LLC)
Exercise of In-Money
Common Stock
2019-08-14$1.63/sh+295,000$480,850→ 2,541,740 total(indirect: By LLC)
Exercise of In-Money
Common Stock
2019-08-14$4.07/sh+42,858$174,432→ 2,584,598 total(indirect: By LLC)
Other
Warrant (right to buy)
2019-08-14−295,000→ 0 total(indirect: By LLC)
Exercise: $2.50From: 2017-11-17Exp: 2022-11-17→ Common Stock (295,000 underlying)

Holdings

Common Stock
155,169

Footnotes (7)

[F1]On August 14, 2019, Sero Capital LLC ("Sero Capital") entered into Omnibus Amendments to Common Stock Warrants (the "Amendments") with AudioEye, Inc. (the "Issuer") pursuant to which the exercise prices for several warrants to purchase common stock of the Issuer held by Sero Capital were adjusted. Pursuant to the Amendments, the exercise price for warrants to purchase 590,000 shares of the Issuer's common stock with an expiration date of November 6, 2020 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019.
[F2](continued from footnote 1) In addition, pursuant to the Amendments, the exercise price of warrants to purchase 295,000 shares of the Issuer's common stock with an expiration date of November 17, 2022 was adjusted to a price of $1.63 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $2.50, if the warrants were exercised after August 16, 2019. Further, pursuant to the Amendments, the exercise price of warrants to purchase 42,858 shares of the Issuer's common stock with an expiration date of September 29, 2022 was adjusted to a price of $4.07 per share, if the warrants were exercised on or before August 16, 2019, provided the warrants were exercised in full and the exercise price would be paid in cash, or $6.25, if the warrants were exercised after August 16, 2019.
[F3]Securities of the Issuer held directly by Sero Capital. David Moradi is the Managing Partner of Sero Capital and may be deemed to direct all voting and investment decisions made by Sero Capital.
[F4]On August 14, 2019, Sero Capital exercised in full all of the warrants the exercise prices of which were adjusted pursuant to the Amendments.
[F5]Securities of the Issuer held directly by David Moradi.
[F6]On August 14, 2019, Sero Capital entered into a Loan Agreement (the "Loan Agreement") with the Issuer pursuant to which Sero Capital agreed to make advances to the Issuer in an amount up to $2,000,000 in the aggregate during a one-year term at an interest rate of 10% per annum. Interest payments on advances made under the Loan Agreement may be paid by the Issuer in either cash or in Issuer common stock, at the Issuer's option. In the event that the Issuer shall elect to make a payment of interest in the form of Issuer common stock, the number of shares issued by the Issuer with respect to each payment of interest shall be equal to the dollar amount of the applicable interest payment divided by the lesser of (x) $6.07, or (y) the volume weighted average trading price of the common stock for the five trading days immediately preceding the interest payment date.
[F7](continued from footnote 6) As consideration for entering into the Loan Agreement, on August 14, 2019, the Issuer issued to Sero Capital warrants to purchase 146,667 shares of Issuer common stock at an exercise price of $6.00 per share. Such warrants may be exercised for cash or on a cashless basis, provided that if the fair market value on the expiration date exceeds the exercise price on the expiration date, then the warrants will be deemed to have been exercised in full (to the extent not previously exercised) on a cashless basis on the expiration date. The number of shares purchasable upon the exercise of the warrants and the exercise price are subject to certain antidilution adjustments described in the warrants.

Documents

2 files

Issuer

AUDIOEYE INC

CIK 0001362190

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001751296

Filing Metadata

Form type: 4
Filed: Aug 15, 8:00 PM ET
Accepted: Aug 16, 4:06 PM ET
Size: 39.9 KB

View on SEC.gov