Nisser Henry Carl 4
4 · Ecoark Holdings, Inc. · Filed Mar 7, 2023
Insider Transaction Report
Form 4
Nisser Henry Carl
DirectorPresident
Transactions
- Award
Series C Convertible Preferred Stock
2023-03-06$0.25/sh+150$38→ 6,000,000 totalExercise: $0.25→ Common Stock (150 underlying)
Footnotes (3)
- [F1]Pursuant to a Share Exchange Agreement, as amended, by and among the Issuer and Ault Alliance, Inc. as majority shareholder of BiNile.com, Inc., and certain minority shareholders of BiNile.com, Inc. including the Reporting Person, the Reporting Person acquired 150 shares of the Issuer's Series C Convertible Preferred Stock (the "Series C") in exchange for 150,000 shares of BitNile.com, Inc. Each share of the Issuer's Series C is convertible by dividing the stated value of $10,000 by $0.25, subject to a 4.99% beneficial ownership limitation.
- [F2]The Series C Convertible Preferred Stock is not convertible until one day after the record date for shareholder approval of the Share Exchange Agreement, as amended. The conversion rights are also subject to certain beneficial ownership limitations contained in the Certificate of Designation for the Series C and the 19.9% beneficial ownership limitation imposed by the Rules of the Nasdaq Stock Market without shareholder approval. The voting rights of the Series C are also subject to certain limitations so that prior to conversion the Series C votes on a less than one to one as converted basis.
- [F3]The Series C has no expiration date.