4//SEC Filing
Kim Ho Seok 4
Accession 0001437749-24-028908
CIK 0001375195other
Filed
Sep 9, 8:00 PM ET
Accepted
Sep 10, 8:40 PM ET
Size
9.1 KB
Accession
0001437749-24-028908
Insider Transaction Report
Form 4
Kim Ho Seok
Chief Financial OfficerOther
Transactions
- Other
Common Stock
2024-08-21+688,944,244→ 688,944,244 total(indirect: By LLC) - Other
Series C Convertible Preferred Stock
2024-08-21+10,000,000→ 10,000,000 total(indirect: By LLC)→ Common stock (2,300,000,000 underlying)
Footnotes (3)
- [F1]1. On August 21, 2024 (the "Closing Date"), the Issuer closed the transaction contemplated by that certain Share Exchange Agreement, dated March 1, 2024 (the "Agreement"), by and among the Issuer, Core Optics, LLC, a Virginia limited liability company ("Core Optics"), Core Optics Co., Ltd., a Republic of Korea corporation ("Operating Subsidiary") and Core SS LLC, a Virginia limited liability company (the "Member"), as amended by the Amendment to the Share Exchange Agreement dated June 27, 2024 (the "Amendment"), and as further amended by the Second Amendment to the Share Exchange Agreement dated July 31, 2024 (the "Second Amendment" and together with the Agreement and the Amendment, the "Transaction Documents"). Pursuant to the Transaction Documents, the Member agreed to sell all its membership interests in Core Optics to the Issuer in exchange for the Issuer's issuance of 10,000,000 Series C Convertible Preferred Stock to the member, and issuance of an aggregate of 713,694,244 shares
- [F2]The reported securities are owned directly by Core SS LLC. Ho Seok (Roberto) Kim, the reporting person, is the Managing Director of Core SS LLC, and as such, may be deemed to have an indirect beneficial ownership of the securities held of record by Core SS LLC. Mr. Kim disclaims beneficial ownership of such securities directly held by Core SS LLC, except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes.
- [F3]The Series C Convertible Preferred Stock is convertible into 230 shares of Common Stock per share of Series C Preferred Stock at any time (subject to availability of sufficient authorized capital stock), at the holder's election or upon a mandatory conversion event, and has no expiration date
Documents
Issuer
CORETEC GROUP INC.
CIK 0001375195
Entity typeother
Related Parties
1- filerCIK 0002036283
Filing Metadata
- Form type
- 4
- Filed
- Sep 9, 8:00 PM ET
- Accepted
- Sep 10, 8:40 PM ET
- Size
- 9.1 KB