4//SEC Filing
MAYS DARRELL J. 4
Accession 0001213900-20-010043
CIK 0001704760other
Filed
Apr 23, 8:00 PM ET
Accepted
Apr 24, 4:10 PM ET
Size
16.3 KB
Accession
0001213900-20-010043
Insider Transaction Report
Form 4
MAYS DARRELL J.
DirectorChief Executive Officer10% Owner
Transactions
- Purchase
Series A convertible debentures
2020-04-22Exercise: $3.45From: 2020-04-07→ Common Stock (181,159 underlying) - Purchase
Common Stock
2020-04-22+125,000→ 125,000 total - Purchase
Warrant
2020-04-22+62,500→ 62,500 totalExercise: $0.01From: 2020-04-07Exp: 2025-04-07→ Common Stock (62,500 underlying)
Holdings
- 5,818,500(indirect: See footnote)
Common Stock
- (indirect: See footnote)
Series A convertible debentures
Exercise: $3.45From: 2020-04-07→ Common Stock (2,559,586 underlying) - 883,057(indirect: See footnote)
Warrant
Exercise: $0.01From: 2020-04-07Exp: 2025-04-07→ Common Stock (883,057 underlying) - 25,000(indirect: Securities held by daughter)
Warrant
Exercise: $0.01From: 2020-04-07Exp: 2025-04-07→ Common Stock (25,000 underlying) - (indirect: Securities held by daughter)
Series A convertible debentures
Exercise: $3.45From: 2020-04-07→ Common Stock (72,464 underlying)
Footnotes (3)
- [F1]The reported securities were purchased by the Reporting Person for a total purchase price of $1,000,000.
- [F2]The securities are held directly by Pensare Sponsor Group, LLC (the "Sponsor") and indirectly by Darrell J. Mays, who is the managing member of the Sponsor. Mr. Mays disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
- [F3]The expiration date is the date that the principal amount of the Series A convertible debenture (together with all accrued but unpaid interest thereon) is paid in full, subject to mandatory conversion in whole pursuant to the terms thereof. The entire principal sum amount of the Series A convertible debenture, together with accrued and unpaid interest thereon, is due and payable on the earlier to occur of (i) such date, commencing on or after October 7, 2022, as the holder, at its sole option, upon not less than 30 days' prior written notice to the Issuer, demands payment thereof and (ii) the occurrence of a Change in Control (as defined therein).
Documents
Issuer
American Virtual Cloud Technologies, Inc.
CIK 0001704760
Entity typeother
Related Parties
1- filerCIK 0001713058
Filing Metadata
- Form type
- 4
- Filed
- Apr 23, 8:00 PM ET
- Accepted
- Apr 24, 4:10 PM ET
- Size
- 16.3 KB