Home/Filings/5/0001493152-20-006351
5//SEC Filing

Cohen Shai Marco 5

Accession 0001493152-20-006351

CIK 0001086082other

Filed

Apr 13, 8:00 PM ET

Accepted

Apr 14, 3:00 PM ET

Size

58.0 KB

Accession

0001493152-20-006351

Insider Transaction Report

Form 5
Period: 2019-12-31
Transactions
  • Other

    Class G Common Stock Warrants (right to buy)

    2018-11-01+200,000300,000 total
    Exercise: $5.00From: 2018-11-01Exp: 2023-11-01Common Stock (200,000 underlying)
  • Other

    Class E Common Stock Warrants (right to buy)

    2018-11-01+100,000150,000 total
    Exercise: $0.01From: 2018-11-01Exp: 2022-11-01Common Stock (100,000 underlying)
  • Purchase

    Common Stock

    2019-11-26$1.20/sh+83,333$100,0007,920,166 total(indirect: By LLC)
  • Other

    Class H Common Stock Warrants (right to buy)

    2018-11-01+100,000250,000 total
    Exercise: $1.00From: 2018-11-01Exp: 2023-11-01Common Stock (100,000 underlying)
  • Purchase

    Common Stock

    2019-12-30$0.49/sh+137,500$66,7708,788,499 total(indirect: By LLC)
  • Other

    Class I Common Stock Warrants (right to buy)

    2019-05-01+250,000250,000 total
    Exercise: $0.01From: 2019-05-01Exp: 2021-05-01Common Stock (250,000 underlying)
  • Other

    Class G Common Stock Warrants (right to buy)

    2019-05-01+100,000300,000 total
    Exercise: $5.00From: 2019-05-01Exp: 2024-05-01Common Stock (100,000 underlying)
  • Other

    Class E Common Stock Warrants (right to buy)

    2019-01-31+50,000150,000 total
    Exercise: $0.01From: 2019-01-31Exp: 2023-01-31Common Stock (50,000 underlying)
  • Purchase

    Common Stock

    2019-11-26$0.49/sh+831,800$410,7437,057,166 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-12-30$2.14/sh+23,333$50,00010,657,961 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-11-26$1.35/sh+104,166$140,6248,024,332 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-11-26$1.80/sh+76,667$138,0018,100,999 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-11-26$0.90/sh+125,000$112,5007,836,833 total(indirect: By LLC)
  • Other

    Class F Common Stock Warrants (right to buy)

    2019-05-01+150,000250,000 total
    Exercise: $3.00From: 2019-05-01Exp: 2022-05-01Common Stock (150,000 underlying)
  • Purchase

    Common Stock

    2019-12-30$0.50/sh+300,000$150,0008,788,499 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-11-26$0.30/sh+404,167$121,2505,404,167 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-11-26$0.42/sh+821,199$348,1066,225,366 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-12-30$0.67/sh+149,576$100,0078,938,075 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-11-26$0.85/sh+488,000$414,8007,711,833 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-12-30$0.85/sh+858,833$730,0089,796,908 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-12-30$1.16/sh+694,221$804,46310,491,129 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-11-26$2.10/sh+250,000$525,0008,350,999 total(indirect: By LLC)
  • Purchase

    Common Stock

    2019-12-30$1.80/sh+143,500$258,30010,634,629 total(indirect: By LLC)
  • Other

    Class H Common Stock Warrants (right to buy)

    2019-05-01+150,000250,000 total
    Exercise: $1.00From: 2019-05-01Exp: 2024-05-01Common Stock (150,000 underlying)
  • Purchase

    Common Stock

    2019-11-26$0.50/sh+166,667$83,3347,223,833 total(indirect: By LLC)
  • Other

    Class F Common Stock Warrants (right to buy)

    2018-11-01+100,000250,000 total
    Exercise: $3.00From: 2018-11-01Exp: 2023-11-01Common Stock (100,000 underlying)
  • Sale

    Common Stock

    2019-11-26$0.71/sh250,000$177,5000 total(indirect: By LLC)
Footnotes (7)
  • [F1]These shares were held directly by F1 One of a Kind Investment, LLC ("F1 One of a Kind"), in which Mr. Cohen beneficially owned 20% interest, and were sold to MNSCO. Mr. Cohen disclaims beneficial ownership of the shares owned by F1 One except to the extent of 20% pecuniary interest he previously had therein.
  • [F2]These shares are held directly by MNSCO, LLC ("MNSCO"). Mr. Cohen beneficially owns 49.9% in MNSCO, is the sole manager of MNSCO, has sole voting power over the shares held by MNSCO, and may be deemed to beneficially own the shares held by MNSCO. Mr. Cohen disclaims beneficial ownership of the shares owned by MNSCO except to the extent of his 49.9% pecuniary interest therein.
  • [F3]The reported shares were acquired by MNSCO during the 2019 fiscal year end of the issuer in a series of privately negotiated transactions from various sellers, including F1 One of a Kind.
  • [F4]These warrants were issued to Mr. Cohen before he became a reporting person.
  • [F5]As of As of January 7, 2020, Mr. Cohen exercised these warrants via a cashless exercise. The exercise of these warrants is disclosed in a separate form 4 of the reporting person.
  • [F6]These warrants were issued to Mr. Cohen in connection with the Service Agreement. Pursuant to the terms and subject to the conditions of the Service Agreement, these warrants vest in twelve (12) equal quarterly installments (the first installment occurred on June 30, 2019), provided that Mr. Cohen continues to provide services to the issuer as its Chief Executive Officer and the Chairman of the Board of Directors on each such vesting date.
  • [F7]These warrants were issued to Mr. Cohen in connection with and pursuant to the terms of the Service Agreement and are fully vested as of the date of the issuance. As of January 7, 2020, Mr. Cohen exercised these warrants via a cashless exercise. The exercise of these warrants is disclosed in a separate form 4 of the reporting person.

Documents

1 file

Issuer

CANNAPOWDER, INC.

CIK 0001086082

Entity typeother

Related Parties

1
  • filerCIK 0001774451

Filing Metadata

Form type
5
Filed
Apr 13, 8:00 PM ET
Accepted
Apr 14, 3:00 PM ET
Size
58.0 KB