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AUDIOEYE INC — Director's Dealing 2018
Dec 31, 2018
33790_dirs_2018-12-31_b672f4e3-c612-48d3-8b2f-d00fb29e2b25.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: AUDIOEYE INC (AEYE)
CIK: 0001362190
Period of Report: 2018-12-31
Reporting Person: Purcell Ernest William (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2018-12-31 | Common Stock | A | 11280 | — | Acquired | 268681 | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock | 57334 | Indirect |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Stock Options (right to buy) | $4.15 | 2022-07-10 | Common Stock (40000) | 40000 | Direct |
| Stock Options (right to buy) | $10 | 2019-03-03 | Common Stock (10000) | 10000 | Direct |
| Stock Options (right to buy) | $1.025 | 2020-10-23 | Common Stock (30000) | 30000 | Direct |
| Stock Options (right to buy) | $4.425 | 2021-05-12 | Common Stock (28000) | 28000 | Direct |
| Stock Options (right to buy) | $4.425 | 2021-05-12 | Common Stock (12000) | 12000 | Direct |
| Warrants (right to buy) | $4 | 2020-06-02 | Common Stock (40000) | 40000 | Direct |
| Warrants (right to buy) | $6.25 | 2021-04-18 | Common Stock (4000) | 4000 | Direct |
| Warrants (right to buy) | $6.25 | 2021-12-19 | Common Stock (3200) | 3200 | Direct |
| Series A Convertible Preferred Stock | $ | Common Stock (26801) | 26801 | Direct |
Footnotes
F1: The reported transaction constitutes a grant of restricted stock units, which were granted under the Issuer's Stock Incentive Plan, subject to vesting and settlement conditions.
F2: Mr. Purcell is deemed the beneficial owner of Ernest W. Purcell & Anne M. Purcell JTTENN.
F3: The stock option was granted on 7/10/17 and vested immediately.
F4: The stock option was granted on 3/3/14 and vests as follows: 20% on grant; 20% every 90 days thereafter.
F5: The stock option was granted on 10/19/15 and vests as follows: 50% immediate and 12.5% per quarter thereafter.
F6: The stock options were granted on 5/12/16 and vest as follows: 50% immediate; 50% quarterly over succeeding 12 months.
F7: The shares of Series A Convertible Preferred Stock of the Issuer ("Series A Preferred Stock") were immediately convertible upon issuance and do not expire.
F8: Each share of Series A Preferred Stock shall be convertible, at any time and from time to time into that number of shares of the Issuer's common stock determined by dividing $10 (the "Stated Value") plus any accrued dividends with respect to such share by the Conversion Price of $4.385, subject to adjustment as described in the Certificate of Designations for the Series A Preferred Stock (the "Series A COD").
F9: Holders of shares of Series A Preferred Stock are entitled to receive, when, as and if declared by the Board of Directors of the Issuer, cumulative dividends at the annual rate of 5% of the Stated Value per share of Series A Preferred Stock. Such dividends shall accrue on each such share commencing on the date of issue, and shall accrue from day to day, whether or not earned or declared. Subject to the terms of the Series A COD, at any time the Issuer shall be entitled to redeem any or all of the outstanding shares of Series A Preferred Stock at a per share price equal to 125% of the Stated Value plus accumulated dividends, payable in cash.