FlexShopper, Inc. — Director's Dealing 2018

Nov 8, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FlexShopper, Inc. (FPAY)
CIK: 0001397047
Period of Report: 2018-11-08

Reporting Person: Heiser Harold Russell Jr. (CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-11-08	Common Stock	C	602974	$0.93	Acquired	649596	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-11-08	Convertible Note	$0.93	C		Disposed	2018-09-27	Units (602974)	Direct
2018-11-08	Warrants (right to buy)	$1.25	C	301487	Acquired	2023-09-28	Common Stock (301487)	Direct

Footnotes

F1: Half the principal amount of the Convertible Note (plus accrued and unpaid interest thereon) was convertible into the equity securities that were sold by the Issuer in its public offering registered on its Registration Statement on Form S-1 (Registration No. 333-226823) (the "Public Offering") at a conversion price equal to the price per equity security paid to the Issuer by the underwriters in the Public Offering. On September 28, 2018, the Issuer completed the Public Offering of units, each unit consisting of one share of common stock and one-half of one warrant, each whole warrant exercisable for one share of common stock at an exercise price of $1.25.

F2: The reporting person elected to convert the Convertible Note on September 25, 2018, but temporarily waived his right to receive the equity securities underlying the Convertible Note.

F3: Each unit consists of one share of common stock and one-half of one warrant, each whole warrant exercisable for one share of common stock. The shares of common stock and warrants that are part of the units were immediately separable and issued separately.

F4: Following the conversion of a portion of the Convertible Note reported in this row of Table II, the Convertible Note is no longer convertible into the Issuer's common stock.