4//SEC Filing
Basil Robert A. Jr. 4
Accession 0001140361-12-052540
CIK 0000917523other
Filed
Dec 20, 7:00 PM ET
Accepted
Dec 21, 7:11 PM ET
Size
12.0 KB
Accession
0001140361-12-052540
Insider Transaction Report
Form 4
Basil Robert A. Jr.
Director10% Owner
Transactions
- Conversion
Common Stock, par value, $0.001 per share
2012-12-20$0.13/sh+28,600,923$3,718,120→ 46,153,692 total(indirect: By limited liability company) - Conversion
Series B Convertible Preferred Stock, par value $0.001 per s
2012-12-20−371,812→ 2 total(indirect: By limited liability company)Exercise: $0.13→ Common Stock, par value $0.001 per share (28,600,923 underlying) - Purchase
Series C Convertible Preferred Stock, par value $0.001 per s
2012-12-20$1000.00/sh+10,000$10,000,000→ 10,000 total(indirect: By limited liability company)Exercise: $0.69→ Common Stock, par value $0.001 per share (14,515,894 underlying)
Footnotes (3)
- [F1]On December 20, 2012, RVL 1 LLC ("RVL") converted 371,812 shares of Series B Convertible Preferred Stock, par value $0.001 per share (the "Series B Stock"), into 28,600,923 shares of common stock, par value $0.001 (the "Common Stock"). The Series B Stock is convertible into shares of Common Stock at any time at the option of the holder, RVL, at a conversion price of $0.13 per share, subject to certain anti-dilution adjustments and has no expiration date.
- [F2]As of December 20, 2012, the 10,000 shares of Series C Convertible Preferred Stock, par value $0.001 per share (the "Series C Stock") are non-convertible. The Series C Stock is not currently convertible but will become convertible into 14,515,894 shares of Common Stock at any time at the option of the holder RVL, at a conversion price of $0.6889 per share, subject to certain anti-dilution adjustments, after Revolution Lighting Technologies, Inc. (the "Company") has complied with the requirements of Rule 14c-2 of the Securities Exchange Act of 1934, as amended, with respect to the written consent of the stockholder of the Company, dated as of December 20, 2012, approving the issuance of Common Stock upon conversion of the Series C Stock pursuant to Nasdaq Listing Rule 5635. The Series C Stock has no expiration date.
- [F3]As of December 20, 2012, RVL held directly (i) 46,153,692 shares of Common Stock, (ii) 2 shares of Series B Stock and (iii) 10,000 shares of Series C Stock. Aston Capital LLC ("Aston") is the managing member of RVL. Robert A. Basil, Jr. is an officer of RVL and a member and officer of Aston. As a result of the foregoing, Mr. Basil Jr. may be deemed to possess the power to vote and to direct the disposition of the securities of the Company beneficially owned by RVL and may be deemed to beneficially own such securities. Mr. Basil Jr.'s interest in the securities reported herein is limited to the extent of his pecuniary interest, if any.
Documents
Issuer
Revolution Lighting Technologies, Inc.
CIK 0000917523
Entity typeother
Related Parties
1- filerCIK 0001559646
Filing Metadata
- Form type
- 4
- Filed
- Dec 20, 7:00 PM ET
- Accepted
- Dec 21, 7:11 PM ET
- Size
- 12.0 KB