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4//SEC Filing

ELLIN ROBERT S 4

Accession 0001144204-09-022212

CIK 0001072816other
View on SEC.govCompany Profile

Filed

Apr 23, 8:00 PM ET

Accepted

Apr 24, 2:46 PM ET

Size

18.0 KB

Accession

0001144204-09-022212

Insider Transaction Report

Form 4
Period: 2009-04-17
ProLink Holdings Corp.PLKH
Trinad Management, LLC
10% Owner
Transactions
  • Purchase

    Warrant

    2009-04-17+12,500,000→ 12,743,216 total
    Exercise: $0.03From: 2009-04-17Exp: 2014-04-17→ Common Stock (12,500,000 underlying)
  • Purchase

    Series D Convertible Preferred Stock

    2009-04-17+8,333,333→ 8,333,333 total
    Exercise: $0.03From: 2009-04-17→ Common Stock
Trinad Capital Master Fund Ltd.
10% Owner
Transactions
  • Purchase

    Series D Convertible Preferred Stock

    2009-04-17+8,333,333→ 8,333,333 total
    Exercise: $0.03From: 2009-04-17→ Common Stock
  • Purchase

    Warrant

    2009-04-17+12,500,000→ 12,743,216 total
    Exercise: $0.03From: 2009-04-17Exp: 2014-04-17→ Common Stock (12,500,000 underlying)
Trinad Advisors II, LLC
10% Owner
Transactions
  • Purchase

    Series D Convertible Preferred Stock

    2009-04-17+8,333,333→ 8,333,333 total
    Exercise: $0.03From: 2009-04-17→ Common Stock
  • Purchase

    Warrant

    2009-04-17+12,500,000→ 12,743,216 total
    Exercise: $0.03From: 2009-04-17Exp: 2014-04-17→ Common Stock (12,500,000 underlying)
Trinad Capital L.P.
10% Owner
Transactions
  • Purchase

    Warrant

    2009-04-17+12,500,000→ 12,743,216 total
    Exercise: $0.03From: 2009-04-17Exp: 2014-04-17→ Common Stock (12,500,000 underlying)
  • Purchase

    Series D Convertible Preferred Stock

    2009-04-17+8,333,333→ 8,333,333 total
    Exercise: $0.03From: 2009-04-17→ Common Stock
ELLIN ROBERT S
Director10% Owner
Transactions
  • Purchase

    Warrant

    2009-04-17+12,500,000→ 12,743,216 total
    Exercise: $0.03From: 2009-04-17Exp: 2014-04-17→ Common Stock (12,500,000 underlying)
  • Purchase

    Series D Convertible Preferred Stock

    2009-04-17+8,333,333→ 8,333,333 total
    Exercise: $0.03From: 2009-04-17→ Common Stock
Wolf Jay
Director10% Owner
Transactions
  • Purchase

    Warrant

    2009-04-17+12,500,000→ 12,743,216 total
    Exercise: $0.03From: 2009-04-17Exp: 2014-04-17→ Common Stock (12,500,000 underlying)
  • Purchase

    Series D Convertible Preferred Stock

    2009-04-17+8,333,333→ 8,333,333 total
    Exercise: $0.03From: 2009-04-17→ Common Stock
Footnotes (6)
  • [F1]The Warrant has customary weighted-average anti-dilution provisions that are triggered upon future issuances of Common Stock (or securities convertible into Common Stock) for consideration per share less than the Warrant's exercise price.
  • [F2]Trinad Capital Master Fund, Ltd. acquired 8,333,333 shares of Series D Convertible Preferred Stock and a warrant to purchase 12,500,000 additional shares of Common Stock in exchange for consideration of US$250,000.
  • [F3]These securities are owned directly by Trinad Capital Master Fund, Ltd. (the "Master Fund") which is a reporting person. These securities may be deemed to be beneficially owned by Trinad Management, LLC, the investment manager of the Master Fund and Trinad Capital LP; a controlling stockholder of the Master Fund; Trinad Advisors II LLC the general partner of Trinad Capital LP; Robert S. Ellin, a director of the Issuer and a the managing director of and portfolio manager for Trinad Management, LLC and the managing director of Trinad Advisors II LLC and Jay A. Wolf a director of the Issuer and a managing director of and portfolio manager for Trinad Management, LLC and a managing director of Trinad Advisors II LLC.
  • [F4]Each such reporting person disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
  • [F5]Each holder of shares of Series D Preferred Stock is entitled to convert each such share into the number of fully paid and nonassessable shares of Common Stock equal to the number obtained by dividing (i) $0.03, plus the amount of any accumulated but unpaid dividends by (ii) the conversion price in effect at the close of business on the conversion date, which is initially $0.03.
  • [F6]The Series D Preferred Stock is convertible at any time, at the holder's election, and has no expiration date.

Documents

1 file

Issuer

ProLink Holdings Corp.

CIK 0001072816

→
Entity typeother

Related Parties

1
  • filerCIK 0001071292

Filing Metadata

Form type
4
Filed
Apr 23, 8:00 PM ET
Accepted
Apr 24, 2:46 PM ET
Size
18.0 KB
View on SEC.gov