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ACCESS Newswire Inc. — Director's Dealing 2014
May 3, 2014
34674_dirs_2014-05-02_a688c8b6-102c-4c59-80e2-bdac089d47b4.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: ISSUER DIRECT CORP (ISDR)
CIK: 0000843006
Period of Report: 2014-04-29
Reporting Person: Red Oak Partners, LLC (10% Owner)
Reporting Person: Sandberg David (Director)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2014-04-29 | 8% Convertible Secured Promissory Note | $3.99 | J | Disposed | Common Stock, par value $0.001 (110963) | Indirect | ||
| 2014-04-29 | 8% Convertible Secured Promissory Note | $3.99 | J | 442743 | Acquired | Common Stock, par value $0.001 (110963) | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Options to Purchase Common Stock, par value $0.001 | $8.25 | 2018-08-21 | Common Stock, par value $0.001 (40000) | 40000 | Direct |
Footnotes
F1: Red Oak Partners, LLC ("ROP") serves as the general partner of The Red Oak Fund, LP, a Florida limited partnership (the "Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Fund's portfolio manager.
F2: ROP serves as the general partner of The Red Oak Long Fund, LP, a Florida limited partnership (the "Long Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Long Fund's portfolio manager.
F3: ROP serves as a managing member of Pinnacle Partners, LLC, a Colorado limited liability company ("Pinnacle Partners"). Pinnacle Partners is the general partner of Pinnacle Opportunities Fund, LP, a Delaware limited partnership ("Pinnacle Fund"), the direct owner of the subject securities.
F4: Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.
F5: The Reporting Persons hold directly $2,500,000 principal amount of 8% Convertible Subordinated Secured Promissory Notes due in 2015, which are convertible as of the filing date of this Form 4 into 626,566 shares of Common Stock at a conversion price of $3.99 per share.
F6: Convertible Notes held by The Red Oak Fund, LP were transferred by an in-kind distribution to the Red Oak Long Fund, LP.
F7: On August 22, 2013, Mr. Sandberg was granted options to purchase 40,000 shares of the Company's common stock, par value $0.001, which shall vest quarterly over four years so long as he remains a member of the Company's Board of Directors. The exercise price of such options is $8.25 and the options shall be exercisable for a period of five years from the date of issuance.