5//SEC Filing
Dowling Vincent J. Jr 5
Accession 0001903596-24-000082
CIK 0000096885other
Filed
Feb 12, 7:00 PM ET
Accepted
Feb 13, 4:26 PM ET
Size
12.6 KB
Accession
0001903596-24-000082
Insider Transaction Report
Form 5
Dowling Vincent J. Jr
10% Owner
Transactions
- Gift
Common Stock, par value $0.10
2023-12-31+50,000→ 496,470 total(indirect: See footnote) - Gift
Series A Convertible Preferred Stock
2023-12-28+166,667→ 500,000 total(indirect: See footnote)→ Common Stock (500,000 underlying) - Gift
Series B Convertible Preferred Stock
2023-12-28+166,667→ 233,333.67 total(indirect: See footnote)→ Common Stock (700,001 underlying)
Footnotes (4)
- [F1]148,134 shares of common stock are held by IRA FBO Vincent J. Dowling, Jr. Pershing LLC as Custodian Roth Conversion Account. Mr. Dowling has sole beneficial ownership of such shares. 200,000 shares are held by Millennium Trust Company, LLC Custodian FBO Vincent J. Dowling, Jr., Roth IRA. Mr. Dowling has sole beneficial ownership of such shares. 3,336 shares of common stock are held in IRA accounts for the benefit of Vincent J. Dowling Jr.'s daughter (1,112 shares) and two sons (1,112 shares each), and for which Mr. Dowling exercises control. 95,000 shares of common stock are held directly by Mr. Dowling. 50,000 shares of Common Stock are held by Pershing LLC as custodian for Inherited Roth IRA FBO Vincent J. Dowling Sr. Non-exempt Marital Trust, the trustee of which is Mr. Dowling, Jr.
- [F2]The Series A Convertible Preferred Stock has the rights, privileges, preferences and restrictions set for in the Certificate of Amendment to Certificate of Incorporation filed by the Issuer with the Secretary of State of the State of New Jersey on November 8, 2017 (the "Series A Designations"). Subject to the notice and other requirements set forth in the Series A Designations, the Series A Convertible Preferred Stock is convertible at any time, at the holder's election, and there is no expiration date for such conversion. The Series A Designations provide that the Series A Convertible Preferred Stock is convertible into shares of common stock at a price of $3.00 per share, subject to a maximum conversion amount and certain adjustments as set forth in the Series A Designations.
- [F3]The Series B Convertible Preferred Stock has the rights, privileges, preferences and restrictions set for in the Certificate of Amendment to Certificate of Incorporation filed by the Issuer with the Secretary of State of the State of New Jersey on October 2, 2018 (the "Series B Designations"). Subject to the notice and other requirements set forth in the Series B Designations, the Series B Convertible Preferred Stock is convertible at any time, at the holder's election, and there is no expiration date for such conversion. The Series B Designations provide that the Series B Convertible Preferred Stock is convertible into shares of common stock at a price of $2.00 per share, subject to a maximum conversion amount and certain adjustments as set forth in the Series B Designations.
- [F4]333,333 shares of Series A Convertible Preferred Stock and 66,666.67 shares of Series B Convertible Preferred Stock are held by Millennium Trust Company, LLC Custodian FBO Vincent J. Dowling, Jr., Roth IRA. Mr. Dowling has sole beneficial ownership of such shares. 166,667 shares of Series A Convertible Preferred Stock and 166,667 shares of Series B Convertible Preferred Stock are held by Millenium Trust Company, LLC Custodian FBO Vincent J. Dowling Sr. Pooled GST Exempt Trust Inherited Roth IRA, the trustee of which is Mr. Dowling, Jr.
Documents
Issuer
TEL INSTRUMENT ELECTRONICS CORP
CIK 0000096885
Entity typeother
Related Parties
1- filerCIK 0001599510
Filing Metadata
- Form type
- 5
- Filed
- Feb 12, 7:00 PM ET
- Accepted
- Feb 13, 4:26 PM ET
- Size
- 12.6 KB