ECOSPHERE TECHNOLOGIES INC 4

4 · ECOSPHERE TECHNOLOGIES INC · Filed May 25, 2016

Form 4

Period: 2016-05-23

President and CTO10% Owner

Transactions

Disposition to Issuer
Stock Options (Right to Buy)
2016-05-23−6,300,000→ 0 total
Exercise: $0.34Exp: 2018-04-25→ Common Stock (6,300,000 underlying)
Award
Stock Options (Right to Buy)
2016-05-23+6,300,000→ 6,300,000 total
Exercise: $0.04Exp: 2018-04-25→ Common Stock (6,300,000 underlying)
Disposition to Issuer
Stock Appreciation Rights
2016-05-23−6,300,000→ 0 total
Exercise: $0.34Exp: 2026-04-14→ Common Stock (6,300,000 underlying)
Award
Stock Appreciation Rights
2016-05-23+6,300,000→ 6,300,000 total
Exercise: $0.04Exp: 2026-04-14→ Common Stock (6,300,000 underlying)

Footnotes (5)

[F1]In accordance with Rule 16b-3 of the Securities Exchange Act of 1934, the reporting person agreed to cancellation of securities previously granted to him in exchange for securities having a lower exercise price.
[F2]Mr. McGuire agreed not to exercise these options in order to raise additional capital for the issuer to stay operational.
[F3]Mr. McGuire agreed not to exercise these options pending an increase in authorized capital.
[F4]One-third of the stock appreciation rights vested upon grant. An additional one-third vest on each of December 31, 2016 and December 31, 2017, subject to continued employment as of each applicable vesting date.
[F5]At Mr. McGuire's option, the stock appreciation rights are settleable in cash or common stock of the issuer or any subsidiary. If settled in shares of the issuer's subsidiary Sea of Green Systems, Inc., the exercise price shall be fixed at $0.046 per share.

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