4//SEC Filing
Boga Cyrus 4
Accession 0001370816-11-000009
CIK 0001223533other
Filed
Apr 20, 8:00 PM ET
Accepted
Apr 21, 6:48 PM ET
Size
7.7 KB
Accession
0001370816-11-000009
Insider Transaction Report
Form 4
Boga Cyrus
DirectorChief Executive Officer
Transactions
- Sale
Common Stock
2011-04-15$0.01/sh−70,798,500$1,061,978→ 4,666,667 total(indirect: See Footnote) - Sale
Series A Preferred Stock
2011-04-19−100,000(indirect: See Footnote)
Footnotes (2)
- [F1]On April 19, 2011, Cumbria Capital, L.P. ("Cumbria"), the controlling shareholder of Tremont Fair, Inc. (the "Company") sold 100,000 shares of Series A Preferred Stock of the Company (the "Preferred Stock") to Sierra Vista Holdings, Inc., a Florida corporation owned and controlled by Mark Klok. Although the Preferred Stock carries no dividend, distribution, or liquidation rights, and is not convertible into common stock, each share of Preferred Stock carries 10,000 votes per share and is entitled to vote with the Company's common stockholders on all matters upon which common stockholders may vote. Consequently, Mr. Klok holds a controlling beneficial interest in the Company and may unilaterally determine the election of the Board and other substantive matters requiring approval of the Company's stockholders.
- [F2]On April 15, 2011, a majority of disinterested members of the board of directors (the "Board") of Tremont Fair, Inc. (the "Company") approved the redemption of 70,798,500 shares of common stock held by Cumbria in exchange for a convertible promissory note in the original principal amount of $700,000 and 100,000 shares of Preferred Stock.
Documents
Issuer
Tremont Fair, Inc.
CIK 0001223533
Entity typeother
Related Parties
1- filerCIK 0001452768
Filing Metadata
- Form type
- 4
- Filed
- Apr 20, 8:00 PM ET
- Accepted
- Apr 21, 6:48 PM ET
- Size
- 7.7 KB