4//SEC Filing
PARSOW ALAN S 4
Accession 0001437749-17-015954
CIK 0000022252other
Filed
Sep 13, 8:00 PM ET
Accepted
Sep 14, 5:11 PM ET
Size
14.3 KB
Accession
0001437749-17-015954
Insider Transaction Report
Form 4
COMARCO INCCMRO
PARSOW ALAN S
10% Owner
Transactions
- Purchase
Series A Contingent Convertible Preferred Stock
2017-09-12+0→ 2,000,000 total(indirect: See footnote)→ Common Stock (0 underlying) - Other
Rights to be Issued Warrants
2017-09-12+7,210,600→ 7,210,600 totalExercise: $0.05→ Common Stock (7,210,600 underlying) - Purchase
Series A Contingent Convertible Preferred Stock
2017-09-12+2,000,000→ 2,000,000 total→ Common Stock (2,000,000 underlying) - Other
Rights to be Issued Warrants
2017-09-12+0→ 7,210,600 total(indirect: See footnote)Exercise: $0.05→ Common Stock (0 underlying)
ELKHORN PARTNERS LIMITED PARTNERSHIP
10% Owner
Transactions
- Purchase
Series A Contingent Convertible Preferred Stock
2017-09-12+2,000,000→ 2,000,000 total→ Common Stock (2,000,000 underlying) - Other
Rights to be Issued Warrants
2017-09-12+0→ 7,210,600 total(indirect: See footnote)Exercise: $0.05→ Common Stock (0 underlying) - Other
Rights to be Issued Warrants
2017-09-12+7,210,600→ 7,210,600 totalExercise: $0.05→ Common Stock (7,210,600 underlying) - Purchase
Series A Contingent Convertible Preferred Stock
2017-09-12+0→ 2,000,000 total(indirect: See footnote)→ Common Stock (0 underlying)
Footnotes (3)
- [F1]On September 12, 2017, Elkhorn Partners Limited Partnership ("EPLP") purchased 2,000,000 shares of the Issuer's Series A Contingent Convertible Preferred Stock, no par value per share (the "Series A Preferred Stock"), in a private transaction with the Issuer at a purchase price of $0.10 per share. Pursuant to the terms of the Issuer's Amended and Restated Certificate of Determination of Preferences of Series A Contingent Convertible Preferred Stock ("Certificate of Determination"), which was filed as Exhibit 3.2 to the Form 8-K filed by the Issuer with the Securities and Exchange Commission ("SEC") on September 13, 2017, immediately upon the occurrence of any "Triggering Event" (as defined in the Certificate of Determination), each share of Series A Preferred Stock held by EPLP will automatically convert into one share of the Issuer's common stock (subject to adjustment for stock splits and similar transactions). In addition, pursuant to the terms of the subscription agreement pursua
- [F2]These securities are owned by EPLP, which is a Reporting Person.
- [F3]These securities are owned solely by EPLP, which is a member of a "group" with Alan S. Parsow, the sole manager of Parsow Management, LLC, the general partner of EPLP. Mr. Parsow may be deemed to beneficially own, but only to the extent he has a pecuniary interest in, these securities. Mr. Parsow disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
Documents
Issuer
COMARCO INC
CIK 0000022252
Entity typeother
Related Parties
1- filerCIK 0001271381
Filing Metadata
- Form type
- 4
- Filed
- Sep 13, 8:00 PM ET
- Accepted
- Sep 14, 5:11 PM ET
- Size
- 14.3 KB