4//SEC Filing
TECHNEST HOLDINGS INC 4
Accession 0001019687-05-001662
CIK 0001077800operating
Filed
Jun 14, 8:00 PM ET
Accepted
Jun 15, 7:57 AM ET
Size
7.9 KB
Accession
0001019687-05-001662
Insider Transaction Report
Form 4
TARINI ROBERT
DirectorDirector and CEO
Transactions
- Purchase
Series A Convertible Preferred Stock
2005-03-07+30→ 30 total(indirect: See Note)→ Common Stock (30,000,000 underlying)
Footnotes (5)
- [F1]Each share of Technest Series A Preferred Stock is convertible into 1,000,000 shares of Technest common stock, provided that upon conversion, the aggregate number of Technest common shares held by the holder of Series A Convertible Preferred Stock and its affiliates may not exceed 4.999% of the outstanding shares of Technest common stock. The holder may demand a waiver of this limitation but such waiver will not be effective for 61 days after the request, is limited to the holder itself and only allows the holder to hold up to 9.999% of the outstanding Technest common stock.
- [F2]The conversion feature of the Series A Convertible Preferred Stock may be exercised from the first date on which the Company's Certificate of Incorporation is validly amended such that the number of authorized shares of Common Stock (the "Authorized Common") equals or exceeds the sum (the "Common Equivalents") of (i) the number of issued and outstanding shares of Common Stock plus (ii) the aggregate of the number of shares of Common Stock into which all issued and outstanding shares of any class of Company stock other than Common Stock are at any time convertible (the period of time beginning on the date referred to above and continuing for so long as the Authorized Common equals or exceeds the Common Equivalents shall be referred to herein as the "Conversion Period") and continuing during the Conversion Period
- [F3]N/A
- [F4]ipPartners, Inc. purchased the Series A Convertible Preferred Stock in return for two million eight hundred sixty-seven thousand four hundred fifty-eight (2,867,458) shares of the Common Stock of Markland Technologies, Inc., a Florida corporation and the majority shareholder of the Issuer. The two million eight hundred sixty-seven thousand four hundred fifty-eight (2,867,458) shares of the Common Stock of Markland Technologies, Inc., used to purchase the Series A Convertible Stock were provided by the Reporting Person.
- [F5]Shares owned by ipPartners, Inc., a Rhode Island corporation. The Reporting Person may be deemed to be the beneficial owner of the shares of ipPartners, Inc., being that he is a majority stockholder and officer of ipPartners, Inc.
Documents
Issuer
TECHNEST HOLDINGS INC
CIK 0001077800
Entity typeoperating
Related Parties
1- filerCIK 0001077800
Filing Metadata
- Form type
- 4
- Filed
- Jun 14, 8:00 PM ET
- Accepted
- Jun 15, 7:57 AM ET
- Size
- 7.9 KB