HALE MARTIN M JR 4
4 · FALCONSTOR SOFTWARE INC · Filed May 22, 2019
Insider Transaction Report
Form 4
HALE MARTIN M JR
Director10% Owner
Transactions
- Exercise/Conversion
Common Stock
2019-05-21$0.00/sh+1,518,107$1,518→ 359,718,164 total(indirect: See Footnote) - Exercise/Conversion
Warrants
2019-05-21−1,543,630→ 0 total(indirect: See Footnote)Exercise: $0.00→ Common Stock (1,518,107 underlying)
Holdings
- 70,815
Common Stock
Footnotes (5)
- [F1]Represents shares of vested Restricted Stock previously granted to Martin Hale, Jr. ("MH") under the Falconstor Software, Inc. 2016 Outside Director Equity Compensation Plan in consideration for services performed as a member of the Board of Directors of Falconstor Software, Inc. (the "Issuer"). MH holds these shares for the benefit of Hale Capital Partners, LP ("HCP").
- [F2]HCP-FVA, LLC ("HCP-FVA"), a Delaware limited liability company, exercised that certain Backstop Warrant, dated February 23, 2018 (the "Backstop Warrant"), to purchase 1,543,630 shares of common stock (the "Common Stock") of the Issuer on a cashless exercise basis with respect to all 1,543,630 shares issuable upon exercise thereof. As a result of such cashless exercise, HCP-FVA received 1,518,107 shares of Common Stock.
- [F3]The shares of Common Stock reported herein are held by HCP-FVA and HCP.
- [F4]The Backstop Warrant is presently exercisable and expires on February 23,2028.
- [F5]MH is the Chief Executive Officer of HCP, the sole member of HCP-FVA. 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.