4//SEC Filing
Johnson Frank L 4
Accession 0001538416-12-000002
CIK 0000038264other
Filed
Oct 25, 8:00 PM ET
Accepted
Oct 26, 4:01 PM ET
Size
26.1 KB
Accession
0001538416-12-000002
Insider Transaction Report
Form 4
Johnson Frank L
10% Owner
Transactions
- Expiration
Call Option (obligation to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying) - Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−410,961$739,730→ 433,478 total(indirect: By LaGrange Capital Partners, L.P.) - Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−95,772$172,390→ 94,370 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.) - Expiration
Call Option (obligation to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying)
LaGrange Capital Partners LP
10% Owner
Transactions
- Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−95,772$172,390→ 94,370 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−410,961$739,730→ 433,478 total(indirect: By LaGrange Capital Partners, L.P.) - Expiration
Call Option (obligation to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Expiration
Call Option (obligation to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying)
LaGrange Capital Management, LLC
10% Owner
Transactions
- Expiration
Call Option (obligation to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying) - Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−95,772$172,390→ 94,370 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.) - Expiration
Call Option (obligation to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−410,961$739,730→ 433,478 total(indirect: By LaGrange Capital Partners, L.P.) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying)
Transactions
- Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−410,961$739,730→ 433,478 total(indirect: By LaGrange Capital Partners, L.P.) - Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−95,772$172,390→ 94,370 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.) - Expiration
Call Option (obligation to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying) - Expiration
Call Option (obligation to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying)
Transactions
- Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−410,961$739,730→ 433,478 total(indirect: By LaGrange Capital Partners, L.P.) - Expiration
Call Option (obligation to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying) - Exercise of In-Money
Common Stock, par value $0.01 per share
2012-10-24$1.80/sh−95,772$172,390→ 94,370 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.) - Expiration
Call Option (obligation to sell)
2012-10-24−95,772→ 0 total(indirect: By LaGrange Capital Partners Offshore Fund, Ltd.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (95,772 underlying) - Exercise of In-Money
Put Option (right to sell)
2012-10-24−410,961→ 0 total(indirect: By LaGrange Capital Partners, L.P.)Exercise: $1.80Exp: 2012-10-24→ Common Stock (410,961 underlying)
Footnotes (5)
- [F1]This Form 4 is filed jointly by LaGrange Capital Partners, L.P. ("Capital Partners"), LaGrange Capital Partners Offshore Fund, Ltd. ("Capital Partners Offshore Fund"), LaGrange Capital Management, L.L.C. ("Capital Management"), LaGrange Capital Administration, L.L.C. ("Capital Administration") and Frank L. Johnson. Each of the Reporting Persons is a member of a Schedule 13(d) group with respect to the securities of the Issuer that beneficially owns approximately 6.5% of the Issuer's oustanding shares of common stock. As members of the group, each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the other members of the group. Each of the Reporting Persons disclaims beneficial ownership of the securities of the Issuer beneficially owned by the other members of the group except to the extent of his or its pecuniary interest therein.
- [F2]Shares beneficially owned by Capital Partners. As the general partner of Capital Partners, Capital Management may be deemed to beneficially own the Shares owned beneficially by Capital Partners. As the sole member of Capital Management, Frank L. Johnson may be deemed to beneficially own the Shares beneficially owned by Capital Partners.
- [F3]Shares beneficially owned by Capital Partners Offshore Fund. As the investment manager of Capital Partners Offshore Fund, Capital Administration may be deemed to beneficially own the Shares beneficially owned by Capital Partners Offshore Fund. As the managing member of Capital Administration, Frank L. Johnson may be deemed to beneficially own the Shares beneficially owned by Capital Partners Offshore Fund.
- [F4]The Reporting Persons previously granted an option to purchase an aggregate of 506,733 Shares at an exercise price of $1.80 per Share (the "Option") to Terence Bernard Wise ("Purchaser"). The Reporting Persons had a reciprocal right to put such Shares to the Purchaser on the same terms, which put right was exercised on 10/24/12.
- [F5]The Option was originally exercisable by Purchaser on June 8, 2013 and by the Reporting Persons at any time during the term of the Option. Under the terms of the Option, the Option was to terminate at the earliest of (i) the closing of the exercsie of the Option, (ii) the effective date of a Corporate Transaction, as defined in the Option, (iii) June 8, 2013 or (iv) the date that the Purchaser and the Reporting Persons voluntarily terminate the Option by a writing signed by each thereof.
Documents
Issuer
FORWARD INDUSTRIES INC
CIK 0000038264
Entity typeother
Related Parties
1- filerCIK 0001315394
Filing Metadata
- Form type
- 4
- Filed
- Oct 25, 8:00 PM ET
- Accepted
- Oct 26, 4:01 PM ET
- Size
- 26.1 KB