4//SEC Filing
Borg Bjarne Erik Siwert 4
Accession 0001213900-25-095612
CIK 0001959023other
Filed
Oct 1, 8:00 PM ET
Accepted
Oct 2, 6:39 PM ET
Size
9.9 KB
Accession
0001213900-25-095612
Insider Transaction Report
Form 4
Borg Bjarne Erik Siwert
Director10% Owner
Transactions
- Disposition to Issuer
Series A Convertible Preferred Stock
2025-09-29−485,766→ 0 total(indirect: By LLC) - Award
Series A Convertible Preferred Stock
2025-09-29+485,766→ 485,766 total(indirect: By LLC)From: 2025-09-29→ Common Stock (1,060,489 underlying)
Footnotes (6)
- [F1]At the Issuer's Annual Meeting of Stockholders held on September 29, 2025, the Issuer's stockholders approved the issuance of the Issuer's common stock, par value $0.001 per share (the "Common Stock") upon the conversion of the Issuer's Series A Convertible Preferred Stock pursuant to the terms set forth in the Certificate of Designation of Preferences, Rights and Limitations of Series A Convertible Preferred Stock ("Series A Preferred"). Stockholder approval of the conversion feature of the shares of Series A Preferred held by the Reporting Person is being reported herein as a disposition of a non-derivative security to the Issuer and an acquisition of a derivative security from the Issuer. There is no expiration date related to the conversion of the shares of Series A Preferred into shares of Common Stock.
- [F2]Total includes 485,616 shares of Series A Preferred held by Index Equity US LLC ("IEU") and 150 shares of Series A Preferred held by Index Resource Equity LLC ("IRE"). The Reporting Person is the manager of IEU and the manager of Index Management Services LLC, which is the manager of IRE.
- [F3]The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- [F4]Each share of Series A Preferred is convertible into six shares of the Issuer's Common Stock, subject to compliance with Nasdaq rules.
- [F5]To maintain the Reporting Person's interest below 19.99% in accordance with Nasdaq rules, as of the date hereof, the shares of Series A Preferred held by the Reporting Person are convertible into 1,060,489 shares of the Issuer's Common Stock (notwithstanding that 485,766 shares of Series A Preferred would otherwise be convertible, at a conversion ratio of six shares of the Issuer's Common Stock for each share of Series A Preferred, into 2,914,596 shares of the Issuer's Common Stock).
- [F6]The Reporting Person received the shares of Series A Preferred from the Issuer as partial consideration for the Reporting Person's membership interest in Resource Group in connection with the Issuer's acquisition of Resource Group US Holdings LLC ("Resource Group") pursuant to the Membership Interests Purchase Agreement, dated as of February 25, 2025, as amended June 2, 2025.
Documents
Issuer
Safe & Green Development Corp
CIK 0001959023
Entity typeother
Related Parties
1- filerCIK 0002061388
Filing Metadata
- Form type
- 4
- Filed
- Oct 1, 8:00 PM ET
- Accepted
- Oct 2, 6:39 PM ET
- Size
- 9.9 KB