4/A//SEC Filing
AMERICATOWNE Inc. 4/A
Accession 0001659173-16-000210
CIK 0001606699operating
Filed
Mar 31, 8:00 PM ET
Accepted
Apr 1, 11:49 AM ET
Size
15.1 KB
Accession
0001659173-16-000210
Insider Transaction Report
Form 4/AAmended
Yilaime Corp NC
Other
Transactions
- Other
Common Stock
2016-01-21+1,703,117→ 7,803,484 total - Other
Common Stock
2016-01-21−3,615,059→ 0 total
Holdings
- 21,674,484(indirect: By Trust)
Common Stock
- 0
Option
Exercise: $0.05From: 2014-11-25Exp: 2019-11-25→ Common Stock (1,000,000 underlying)
PERKINS ALTON
Chairman, CEO, CFO, Sec.10% Owner
Transactions
- Other
Common Stock
2016-01-21+1,703,117→ 7,803,484 total - Other
Common Stock
2016-01-21−3,615,059→ 0 total
Holdings
- 21,674,484(indirect: By Trust)
Common Stock
- 0
Option
Exercise: $0.05From: 2014-11-25Exp: 2019-11-25→ Common Stock (1,000,000 underlying)
Transactions
- Other
Common Stock
2016-01-21+1,703,117→ 7,803,484 total - Other
Common Stock
2016-01-21−3,615,059→ 0 total
Holdings
- 21,674,484(indirect: By Trust)
Common Stock
- 0
Option
Exercise: $0.05From: 2014-11-25Exp: 2019-11-25→ Common Stock (1,000,000 underlying)
Footnotes (5)
- [F1]Mr. Perkins controls 7,803,484 shares of common stock titled to the Alton & Xiang Mei Lin Perkins Family Trust (the "Perkins Family Trust"). He further controls 13,750,000 shares issued to Yilaime Corp (Nevada), 1,000 shares issued to Yilaime (North Carolina) and 120,000 shares issued to the AXP Nevada Asset Protection Trust 3 for a total of 21,674,484 shares of common stock beneficially owned, indirectly, by Alton Perkins.
- [F2]Mr. Perkins holds an option under his Employment Agreement with the Issuer to purchase up to 1,000,000 shares of common stock of the Company per year at any time prior to the conclusion of the first year of the Agreement, i.e. prior to 365 days after execution of the Agreement, which was on November 25, 2014, at a price of $0.05 per share, and annually thereafter for a total of 5 consecutive years. The shares purchased under this option shall be considered subject to all rights and restrictions set forth in his Employment, Lock-Up and Options Agreement. At the end of fiscal year 2015, Mr. Perkins had 6,100,367 shares issued to him through his Trust, and his beneficial ownership at the end of tax year 2015 was 23,466,426, and his current beneficial ownership is 21,674,484 shares (both of which include his individual holdings through his Trust). This filing is consistent with all prior disclosures made on numerous Form 8Ks.
- [F3]The Perkins Family Trust, by and through its trustee, Mr. Perkins, who is the majority beneficial owner of the shares of common stock of the Issuer, and the control party of Yilaime (Nevada) and Yilaime (North Carolina), as disclosed in the original Schedule 13D, exercised the option under Mr. Perkins' Employment Agreement with the Company (as assignee of the right to exercise) to purchase 1,000,000 shares of restricted common stock for $.05/share. The Perkins Trust used personal funds for this acquisition. The funds were placed in escrow since the acquisition was not set to close. The acquisition closed on December 14, 2015 with the funds being released out of escrow and to the Company, and the Company's transfer agent issuing the shares related to the acquisition.
- [F4]As a result of the effectiveness of the Issuer's registration statement on Form S-1/A on January 21, 2016, and subject to the October 13, 2014 Stock Exchange Agreement, the Perkins Trust was issued 1,703,117 shares of common stock.
- [F5]As a result of the Issuer's registration statement on Form S-1/A on January 21, 2016, and subject to the October 13, 2014 Stock Exchange Agreement, the number of shares held by Yilaime NC was reduced to 1,000.
Documents
Issuer
AMERICATOWNE Inc.
CIK 0001606699
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001606699
Filing Metadata
- Form type
- 4/A
- Filed
- Mar 31, 8:00 PM ET
- Accepted
- Apr 1, 11:49 AM ET
- Size
- 15.1 KB