4//SEC Filing
MILLER LLOYD I III 4
Accession 0001209191-17-065393
CIK 0001090908other
Filed
Dec 12, 7:00 PM ET
Accepted
Dec 13, 2:30 PM ET
Size
50.6 KB
Accession
0001209191-17-065393
Insider Transaction Report
Form 4
DETERMINE, INC.DTRM
MILLER LLOYD I III
10% Owner
Transactions
- Other
Junior Secured Convertible Promissory Note and PIK Interest
2017-12-11+19,323.39→ 138,990 total(indirect: By Milfam II L.P.)Exercise: $5.70Exp: 2020-12-16→ Common Stock (3,390 underlying) - Other
Junior Secured Convertible Promissory Note and PIK Interest
2017-12-11+19,323.32→ 138,990 totalExercise: $5.70Exp: 2020-12-16→ Common Stock (3,390 underlying) - Other
Junior Secured Convertible Promissory Note and PIK Interest
2017-12-11+9,661.66→ 69,495 total(indirect: By Trust)Exercise: $5.70Exp: 2020-12-16→ Common Stock (1,695 underlying) - Other
Junior Secured Convertible Promissory Note and PIK Interest
2017-12-11+9,661.66→ 69,495 total(indirect: By Trust)Exercise: $5.70Exp: 2020-12-16→ Common Stock (1,695 underlying)
Holdings
- 419,787(indirect: By Trust)
Common Stock
- 1,353,315(indirect: By Milfam II L.P.)
Common Stock
- 220,820(indirect: By Milfam II L.P.)
Junior Secured Convertible Promissory Note and PIK Interest
Exercise: $3.00From: 2015-12-16Exp: 2020-12-16→ Common Stock (5,443 underlying) - 110,410(indirect: By Trust)
Junior Secured Convertible Promissory Note and PIK Interest
Exercise: $3.00From: 2015-12-16Exp: 2020-12-16→ Common Stock (2,722 underlying) - 10,417
Additional Extension Payment Shares
→ Common Stock (10,417 underlying) - 79,787(indirect: By Milfam II L.P.)
Warrant
Exercise: $6.00→ Common Stock (79,787 underlying) - 24,701(indirect: By Trust)
Warrant
Exercise: $7.00From: 2014-08-27Exp: 2019-08-27→ Common Stock (24,701 underlying) - 28,779(indirect: By Trust)
Warrant
Exercise: $7.00From: 2014-07-24Exp: 2019-07-24→ Common Stock (28,779 underlying) - 11,359(indirect: By Trust)
Series A Warrant
Exercise: $7.75From: 2013-12-01Exp: 2018-05-31→ Common Stock (11,359 underlying) - 301,590(indirect: By Trust)
Common Stock
- 2,100(indirect: By Trust)
Common Stock
- 220,820
Junior Secured Convertible Promissory Note and PIK Interest
Exercise: $3.00From: 2015-12-16Exp: 2020-12-16→ Common Stock (5,443 underlying) - 28,779(indirect: By Trust)
Warrant
Exercise: $7.00From: 2014-07-24Exp: 2019-07-24→ Common Stock (28,779 underlying) - 20,447(indirect: By Trust)
Series A Warrant
Exercise: $7.75From: 2013-12-01Exp: 2018-05-31→ Common Stock (20,447 underlying) - 61,342(indirect: By Milfam II L.P.)
Series A Warrant
Exercise: $7.75From: 2013-12-01Exp: 2018-05-31→ Common Stock (61,342 underlying) - 419,788(indirect: By Trust)
Common Stock
- 250,820
Common Stock
- 211,351(indirect: By Milfam I L.P.)
Common Stock
- 10,417(indirect: By Milfam II L.P.)
Additional Extension Payment Shares
→ Common Stock (10,417 underlying) - 79,787(indirect: By Milfam I L.P.)
Warrant
Exercise: $6.00→ Common Stock (79,787 underlying) - 79,787(indirect: By Trust)
Warrant
Exercise: $6.00→ Common Stock (79,787 underlying) - 24,700(indirect: By Trust)
Warrant
Exercise: $7.00From: 2014-08-27Exp: 2019-08-27→ Common Stock (24,700 underlying) - 13,722(indirect: By Trust)
Warrant
Exercise: $7.00From: 2014-08-27Exp: 2019-08-27→ Common Stock (13,722 underlying) - 15,988(indirect: By Trust)
Warrant
Exercise: $7.00From: 2014-07-24Exp: 2019-07-24→ Common Stock (15,988 underlying) - 20,447(indirect: By Trust)
Series A Warrant
Exercise: $7.75From: 2013-12-01Exp: 2018-05-31→ Common Stock (20,447 underlying) - 364,721(indirect: By Milfam II L.P.)
Junior Secured Convertible Promissory Note and PIK Interest
Exercise: $3.00From: 2016-12-27Exp: 2021-12-27→ Common Stock (10,736 underlying) - 110,410(indirect: By Trust)
Junior Secured Convertible Promissory Note and PIK Interest
Exercise: $3.00From: 2015-12-16Exp: 2020-12-16→ Common Stock (2,721 underlying) - 74,102(indirect: By Milfam II L.P.)
Warrant
Exercise: $7.00From: 2014-08-27Exp: 2019-08-27→ Common Stock (74,102 underlying) - 86,338(indirect: By Milfam II L.P.)
Warrant
Exercise: $7.00From: 2014-07-24Exp: 2019-07-24→ Common Stock (86,338 underlying)
Footnotes (8)
- [F1]The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this filing.
- [F2]Subject to adjustment for fractional shares.
- [F3]Includes all previously reported PIK Interest on Junior Secured Convertible Promissory Note
- [F4]As previously reported, the issuer entered into a binding term sheet with the reporting person pursuant to which the issuer agreed to issue and the reporting person agreed to purchase, junior secured convertible promissory notes in the aggregate principal amount of $3 million subject to negotiation and execution of definitive documentation. On March 11, 2015, the notes were executed and on May 5, 2015, the shareholders approved the conversion of the notes at the stockholders meeting.
- [F5]At the election of the Issuer, the quarterly interest payment has been paid as paid-in-kind interest compounded to the original principal amount of the Note.
- [F6]Pursuant to the Guaranty Fee Agreement, in the event that the maturity date of April 30, 2019 is extended, which extended termination date shall be no later than July 30, 2020, the Issuer agrees to issue Lloyd I. Miller, III and Milfam II L.P. the shares of common stock referenced herein.
- [F7]Such Warrant became exercisable six months following the date of issuance, February 6, 2015.
- [F8]Such Warrant will expire on the fifth anniversary of the exercisability date.
Documents
Issuer
DETERMINE, INC.
CIK 0001090908
Entity typeother
Related Parties
1- filerCIK 0000949119
Filing Metadata
- Form type
- 4
- Filed
- Dec 12, 7:00 PM ET
- Accepted
- Dec 13, 2:30 PM ET
- Size
- 50.6 KB