4//SEC Filing
MOCK LAWRENCE E, JR. 4
Accession 0001213900-21-048124
CIK 0001704760other
Filed
Sep 13, 8:00 PM ET
Accepted
Sep 14, 9:58 PM ET
Size
22.6 KB
Accession
0001213900-21-048124
Insider Transaction Report
Form 4
MOCK LAWRENCE E, JR.
Director
Transactions
- Exercise of In-Money
Common Stock
2021-09-10$0.01/sh+2,429,561$24,296→ 31,699,985 total(indirect: See footnote) - Exercise of In-Money
Common Stock
2021-09-10$0.01/sh+2,000,000$20,000→ 33,693,906 total(indirect: See footnote) - Exercise of In-Money
Warrants
2021-09-10−2,000,000→ 0 total(indirect: See footnote)Exercise: $0.01From: 2020-04-07Exp: 2025-04-07→ Common Stock (2,000,000 underlying) - Sale
Common Stock
2021-09-10$4.00/sh−6,079$24,316→ 31,693,906 total(indirect: See footnote) - Conversion
Common Stock
2021-09-08+6,673,731→ 29,270,424 total(indirect: See footnote) - Sale
Common Stock
2021-09-10$4.00/sh−5,005$20,020→ 33,688,901 total(indirect: See footnote) - Conversion
Series A Convertible Debentures
2021-09-08→ 0 total(indirect: See footnote)→ Common Stock (6,673,731 underlying) - Exercise of In-Money
Warrants
2021-09-10−2,429,561→ 0 total(indirect: See footnote)Exercise: $0.01From: 2020-12-01Exp: 2025-12-01→ Common Stock (2,429,561 underlying)
Holdings
- 50,000(indirect: See footnote)
Common Stock
Footnotes (4)
- [F1]On September 8, 2021, the unpaid principal amount (together with all accrued but unpaid interest thereon) of the Series A Convertible Debentures held by Stratos Management Systems Holdings, LLC ("Holdings") automatically converted into shares of the Issuer's common stock, par value $0.001 per share (the "Common Stock") at a conversion price of $3.45 (the "Mandatory Conversions"). The Mandatory Conversions were triggered by the closing price of the Common Stock on the Nasdaq Capital Market exceeding $6.00 for 40 trading days within a consecutive 60 trading day-period. The reported securities in this footnote (1) may be deemed to be indirectly beneficially owned by the Reporting Person. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The Reporting Person's Form 4 filed on September 10, 2021 inadvertently failed to report this transaction.
- [F2]On September 10, 2021, Navigation Capital Partners SOF I, LLC ("Investment Sub"), a direct wholly-owned subsidiary of SPAC Opportunity Fund I, L.P. ("SPAC Opps"), an entity controlled by Navigation Capital Partners, Inc. ("Navigation Capital") elected to exercise each of its 24,295 warrants (each such warrant entitling the holder thereof to purchase 100 shares of the Issuer's Common Stock at a price of $0.01 per share), and paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 6,079 of the warrant shares to pay the exercise price and issuing to Investment Sub the remaining 2,423,482 shares of Common Stock. Each of the warrants were immediately exercisable and had expiration dates five years from the date of issuance (December 1, 2025, for 10,000 warrants and 79,900 warrants issued on December 1, 2020 and April 7, 2025, for 6,305 warrants issued on April 7, 2020. 6,305 of the warrants were previously held by SPAC Opportunity Partners, LLC prior to being transferred to Investment Sub, and no Form 4 was filed for such transfer due to administrative error. The Reporting Person controls Navigation Capital and as a result, each of the Reporting Person, Navigation Capital and SPAC Opps may be deemed to indirectly beneficially own the reported securities. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
- [F3]On September 10, 2021, Holdings elected to exercise each of its 20,000 warrants (each such warrant entitling the holder thereof to purchase 100 shares of the Common Stock at a price of $0.01 per share), and paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 5,005 of the warrant shares to pay the exercise price and issuing to the Reporting Person the remaining 1,994,995 shares of Common Stock. The Reporting Person may be deemed to be an indirect beneficial owner of the reported securities. The Reporting Person disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
- [F4]The reported securities are held directly by Nobadeer LP and indirectly by the Reporting Person who is the general partner of Nobadeer LP. Mr. Mock disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Documents
Issuer
American Virtual Cloud Technologies, Inc.
CIK 0001704760
Entity typeother
Related Parties
1- filerCIK 0001409641
Filing Metadata
- Form type
- 4
- Filed
- Sep 13, 8:00 PM ET
- Accepted
- Sep 14, 9:58 PM ET
- Size
- 22.6 KB