SALON MEDIA GROUP INC 4

Accession 0001437749-14-016689

CIK 0001084332operating

View on SEC.gov Company Profile

Filed

Sep 7, 8:00 PM ET

Accepted

Sep 8, 7:08 PM ET

Size

17.4 KB

Accession

0001437749-14-016689

Insider Transaction Report

Form 4

Period: 2013-03-01

SALON MEDIA GROUP INCSLNM.OB

HAMBRECHT WILLIAM R

10% Owner

Transactions

Other
Series A Preferred Stock
2013-03-01$4000.00/sh−125$500,000→ 0 total(indirect: See Footnote)
Award
Stock Options
2014-02-11+10,000→ 10,000 total
Exercise: $0.20Exp: 2024-02-11→ Common Stock (10,000 underlying)
Other
Common Stock
2013-03-01$0.35/sh+5,828,571$2,040,000→ 5,837,596 total
Other
Common Stock
2013-03-01$0.35/sh+10,968,530$3,838,985→ 11,393,707 total(indirect: See Footnote)
Other
Series C Preferred Stock
2013-03-01$800.00/sh−1,456$1,164,800→ 0 total(indirect: See Footnote)
Other
Series D Preferred Stock
2013-03-01$1200.00/sh−647$776,400→ 0 total(indirect: See Footnote)
Disposition to Issuer
Convertible Debt
2013-03-01→ 0 total(indirect: By Trust)
Exercise: $0.35→ Common Stock (3,993,673 underlying)

Footnotes (8)

[F1]On March 1, 2013, Salon Media Group, Inc. completed a recapitalization in which all of its convertible notes, related party advances, certain accrued consulting fees, and substantially all shares of its convertible preferred stock were exchanged for an aggregate of approximately 72.87 million shares of its common stock at a price of $0.35 per share. Of the approximately 72.9 million shares of common stock, approximately 26.3 million shares were issued on March 1, 2013. The remaining 46.6 million shares were issued immediately upon shareholder approval of an amendment of the Company's Restated Certificate of Incorporation increasing the Company's total authorized common shares on April 18, 2013. Mr. Hambrecht acquired 16,797,101 shares through conversion of the following: $1,397,786 of convertible notes; $2,040,000 of advances; 125 shares of Series A Preferred stock; 1,456 shares of Series C Preferred stock; 647 shares of Series D Preferred stock.
[F2]By Hambrecht 1980 Revocable Trust, Sarah & William Hambrecht Foundation, Hamco Capital Corp. and Ironstone Group, Inc.
[F3]By Hambrecht 1980 Revocable Trust and Sarah & William Hambrecht Foundation
[F4]By Hambrecht 1980 Revocable Trust, Sarah & William Hambrecht Foundation, Hamco Capital Corp. and Ironstone Group, Inc.
[F5]By Hambrecht 1980 Revocable Trust
[F6]Stock options granted pursuant to Salon Media Group, Inc. 2004 Stock Plan, filed as an exhibit to Salon Media Group, Inc.'s Form 10-K on June 26, 2014.
[F7]25% of the option shares become exercisable one year from the date of grant, and then ratably over the following 36 months (1/48 per month).
[F8]Salon issued the convertible debt in several tranches between April 4, 2008 and October 31, 2012. The notes, with various maturities, could be converted at the election of the holder at any time after issuance into shares of Salon's common stock at a pre-determined stock price.

Documents

1 file

4
rdgdoc.xmlPrimary
FORM 4

Issuer

SALON MEDIA GROUP INC

CIK 0001084332

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001084332

Filing Metadata

Form type: 4
Filed: Sep 7, 8:00 PM ET
Accepted: Sep 8, 7:08 PM ET
Size: 17.4 KB

View on SEC.gov