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Iveda Solutions, Inc. — Director's Dealing 2014
Dec 11, 2014
35452_dirs_2014-12-10_114caa12-d388-4f8d-85de-e2010ae36de2.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Iveda Solutions, Inc. (IVDA)
CIK: 0001397183
Period of Report: 2014-12-08
Reporting Person: BRILON ROBERT J (President/CFO)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2014-03-09 | 9.5% Senior Convertible Debenture | $1.50 | H | 50000 | Disposed | 2016-12-20 | Common Stock (50000) | Indirect |
| 2014-03-09 | 9.5% Senior Convertible Debenture | $1.50 | H | 33333 | Disposed | 2017-03-04 | Common Stock (33333) | Indirect |
| 2014-12-09 | Series A Preferred Stock | $1.00 | P | 125000 | Acquired | Common Stock (125000) | Indirect | |
| 2014-12-09 | Warrant to purchase Common Stock | $1.00 | P | 7576 | Acquired | 2019-12-09 | Common Stock (7576) | Indirect |
| 2014-12-09 | Warrant to purchase Common Stock | $1.65 | H | 6818 | Disposed | 2018-12-20 | Common Stock (6818) | Indirect |
| 2014-12-09 | Warrant to purchase Common Stock | $1.65 | H | 4545 | Disposed | 2019-03-04 | Common Stock (4545) | Indirect |
| 2014-12-09 | Warrant to purchase Common Stock | $1.00 | P | 6818 | Acquired | 2018-12-20 | Common Stock (6818) | Indirect |
| 2014-12-09 | Warrant to purchase Common Stock | $1.00 | P | 4545 | Acquired | 2019-03-04 | Common Stock (4545) | Indirect |
| 2014-12-08 | Options (Right to buy) | $1.80 | D | 300000 | Disposed | 2023-12-01 | Common Stock (300000) | Direct |
| 2014-12-08 | Options (Right to buy) | $1.70 | D | 100000 | Disposed | 2024-02-10 | Common Stock (100000) | Direct |
| 2014-12-08 | Options (Right to buy) | $1.72 | D | 100000 | Disposed | 2024-05-02 | Common Stock (100000) | Direct |
| 2014-12-08 | Options (Right to buy) | $1.00 | A | 500000 | Acquired | Common Stock (500000) | Direct |
Footnotes
F1: The reporting person purchased 9.5% Senior Convertible Debentures in the principal amounts of $75,000 and $50,000, on December 20, 3014 and March 4, 2014, respectively (the "Debentures"). The Debentures were originally due and payable three years after the date of issuance and the principal and unpaid interest thereunder was convertible into shares of Common Stock of the issuer ("Common Stock") at the election of the holder any time prior to the maturity date at a conversion price equal to $1.50 per share, subject to adjustment upon the occurrence of certain events as provided in the Debentures. (continue with footnote 2)
F2: The terms of the Debentures were subsequently amended effective on December 1, 2014 (the "Debenture Amendment"), and as a result of such amendment, on December 9, 2014, the outstanding principal amount of $125,000 was converted into shares of Series A Preferred stock of the issuer ("Series A Preferred") at a conversion price equal to $1.00 per share. The Series A Preferred receive an automatically accruing dividend at a rate of 9.5% per annum and are convertible into shares of Common Stock at the election of the holder at any time, or automatically on June 30, 2017, at a conversion ratio of one share of Common Stock for one share of Series A Preferred, subject to adjustment upon the occurrence of certain events as provided in the Articles of Incorporation of the Company.
F3: In connection with the Debenture Amendment, the reporting person received a warrant to purchase 7,576 shares of Common Stock. The warrant has a term of five years from date of issuance and the exercise price is subject to adjustment upon the occurrence of certain events as provided in the warrant.
F4: In connection with the Debenture Amendment, the exercise price of outstanding warrants to purchase 11,363 shares of Common Stock held by the reporting person was reduced from $1.65 to $1.00 per share. The warrants have terms of five years from date of issuance and the exercise price is subject to adjustment upon the occurrence of certain events as provided in the warrants.
F5: The Securities are held in the IRA account of the reporting person.
F6: The reporting person agreed to cancellation of options granted to him on December 1, 2013, February 10, 2014 and May 2, 2014 in exchange for new options having a lower exercise price of $1.00 per share.
F7: The options subject to this grant vested 100% on the date of the grant.
F8: The options subject to this grant maintain the expiration dates of the options for which they were exchanged: 300,000 options subject to this grant expire on December 1, 2023; 100,000 options subject to this grant expire on February 10, 2024 and 100,000 options subject to this grant expire on May 2, 2024.