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FlexShopper, Inc. — Director's Dealing 2025
Jan 22, 2025
35035_dirs_2025-01-21_0aeb07b8-4c51-4aaa-96bd-143bc61b9d7e.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: FlexShopper, Inc. (FPAY)
CIK: 0001397047
Period of Report: 2025-01-16
Reporting Person: Katz Thomas O. (Director)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2025-01-16 | Common Stock | X | 80000 | $1.70 | Acquired | 160000 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2025-01-16 | Subscription Rights (rights to buy) | $1.70 | X | 80000 | Disposed | 2025-01-10 | Common Stock (80000) | Direct |
| 2025-01-16 | Series A Rights (rights to buy) | $ | X | 80000 | Acquired | Common Stock (80000) | Direct | |
| 2025-01-16 | Series B Rights (rights to buy) | $ | X | 80000 | Acquired | Common Stock (80000) | Direct | |
| 2025-01-16 | Series C Rights (rights to buy) | $ | X | 80000 | Acquired | Common Stock (80000) | Direct |
Footnotes
F1: Represents the number of shares of common stock of the issuer that the reporting person purchased in the issuer's rights offering pursuant to the exercise of subscription rights, as described in footnote (2) and the issuer's prospectus, dated December 2, 2024 (the "Prospectus").
F2: The issuer issued, at no charge, two non-transferrable subscription rights for each share of common stock beneficially owned or issuable upon conversion of issuer's preferred stock, on December 2, 2024, the record date, to purchase units at $1.70. The reporting person purchased the units, each consisting of one share of common stock, one series A common stock purchase right ("Series A Right"), one series B common stock purchase right ("Series B Right") and one series C common stock purchase right ("Series C Right").
F3: The Series A Rights are exercisable commencing on their date of issuance at an exercise price equal to the higher of (x) $1.70 or (y) 90% of the volume weighted average price ("VWAP") of the issuer's common stock over the last three trading days prior to the expiration date of the Series A Rights on February 15, 2025, which is 30 days following January 16, 2025, but in any event not to exceed $2.55.
F4: The Series B Rights are exercisable commencing on their date of issuance at an exercise price equal to the higher of (x) $1.70 or (y) 87.5% of the VWAP of the issuer's common stock over the last three trading days prior to the expiration date of the Series B Rights on March 17, 2025, which is 60 days following January 16, 2025, but in any event not to exceed $3.40.
F5: The Series C Rights are exercisable commencing on their date of issuance at an exercise price equal to the higher of (x) $1.70 or (y) 85% of the VWAP of the issuer's common stock over the last three trading days prior to the expiration date of the Series C Rights on April 16, 2025, which is 90 days following January 16, 2025, but in any event not to exceed $4.25.