HALE MARTIN M JR 4
4 · FALCONSTOR SOFTWARE INC · Filed Apr 25, 2018
Insider Transaction Report
Form 4
HALE MARTIN M JR
Director10% Owner
Transactions
- Exercise/Conversion
Common Stock
2018-04-23$0.00/sh+13,724,818$13,725→ 15,175,209 total(indirect: See Footnotes) - Exercise/Conversion
Warrants
2018-04-23−13,859,128→ 0 total(indirect: See Footnotes)Exercise: $0.00From: 2017-11-17Exp: 2027-11-17→ Common Stock (13,724,818 underlying) - Exercise/Conversion
Warrants
2018-04-23−40,033,752→ 1,543,630 total(indirect: See Footnotes)Exercise: $0.00From: 2018-02-23Exp: 2028-02-23→ Common Stock (39,645,783 underlying) - Exercise/Conversion
Common Stock
2018-04-23$0.00/sh+39,645,783$39,646→ 54,820,992 total(indirect: See Footnotes)
Holdings
- 70,815
Common Stock
Footnotes (6)
- [F1]HCP-FVA, LLC, a Delaware limited liability company ("HCP-FVA"), exercised that certain Warrant, dated November 17, 2017, to purchase 13,859,128 shares of common stock ("Common Stock") of Falconstor Software, Inc. (the "Issuer") on a cashless exercise basis with respect to all 13,859,128 shares issuable upon exercise thereof. As a result of such cashless exercise, HCP-FVA received 13,724,818 shares of Common Stock.
- [F2]HCP-FVA exercised that certain Warrant, dated February 23, 2018, to purchase 41,577,382 shares of Common Stock on a cashless exercise basis with respect to 40,033,752 shares issuable upon exercise thereof. As a result of such cashless exercise, HCP-FVA received 39,645,783 shares of Common Stock and retained the right to purchase 1,543,630 shares of Common Stock under such Warrant.
- [F3]The shares of Common Stock reported herein are held by HCP-FVA and Hale Capital Partners, LP ("HCP").
- [F4]As set forth in the previous filings of Martin Hale, Jr. ("MH") and HCP-FVA, HCP-FVA also holds that certain Warrant, dated February 23, 2018, to purchase 366,990,000 shares of Common Stock and shares of Series A Convertible Preferred Stock of the Issuer that are convertible into 8,781,515 shares of Common Stock.
- [F5]MH is the Chief Executive Officer of HCP. MH is also (i) the sole owner and managing member of Hale Fund Partners, LLC, a Delaware limited liability company ("HFP"), the general partner of HCP and (ii) the sole owner and Chief Executive Officer of Hale Fund Management, LLC, a Delaware limited liability company ("HFM"). HFM is (i) the general partner of Hale Capital Management, LP ("HCM"), the manager of HCP and (ii) the manager of HCP-FVA. Each of MH, HFP, HFM and HCM disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest.
- [F6]Represents shares of vested Restricted Stock previously granted to MH under the Issuer's 2016 Outside Direct Equity Compensation Plan in consideration for services performed as a member of the Board of Directors of the Issuer. MH holds these shares for the benefit of HCP.