BOLLINGER INNOVATIONS, INC. — Director's Dealing 2014

Oct 14, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Net Element, Inc. (NETE)
CIK: 0001499961
Period of Report: 2014-09-30

Reporting Person: ZOI MIKE (10% Owner)
Reporting Person: TGR Capital, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-09-30	Common Stock	J	1377879	—	Disposed	8197908	Indirect
2014-10-06	Common Stock	J	4538737	—	Disposed	3659171	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1102029	Indirect
Common Stock	1777344	Indirect
Common Stock	144	Direct

Footnotes

F1: On December 5, 2013, K 1 Holding Limited entered into a Letter Agreement (the "K 1 Agreement") with the Net Element, Inc. (the "Company"), and TGR Capital, LLC, and an affiliate of Mike Zoi ("TGR"). Pursuant to the K 1 Agreement, TGR agreed, subject to certain conditions precedent which conditions were satisfied prior to the transfer by TGR of the Common Stock to K 1 Holding, to transfer to K 1 Holding 1,377,879 shares of Common Stock of the Company. The consideration for such shares was the agreement by K 1 Holding to lend $2,000,000 to the Company and to provide certain consulting services to the Company.

F2: On June 10, 2014, Beno Distribution Ltd. ("Beno") entered into a Letter Agreement (the "Beno Agreement") with the Company, Mike Zoi, TGR and MTZ Fund, LLC, and an affiliate of Mike Zoi. Pursuant to the Agreement, TGR agreed, subject to certain conditions precedent which conditions were satisfied prior to the transfer by TGR of the Common Stock to Beno, to transfer to Beno 4,538,737 shares of Common Stock of the Company. The consideration for such shares was the agreement by the Company, in consideration for Mike Zoi's resignation as director and/or officer of the Company and any of its affiliates, to cause all of the shares of the Company common stock held by each of TGR and its affiliates to be registered.

F3: Mike Zoi is the Manager of each of TGR Capital LLC, MZ Capital LLC (Delaware) and MTZ Fund LLC. Mr. Zoi disclaims beneficial ownership of the securities held by each of such entities except to the extent of his pecuniary interest in such securities.