U.S. GOLD CORP. — Director's Dealing 2014

Aug 12, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DATARAM CORP (DRAM)
CIK: 0000027093
Period of Report: 2014-07-15

Reporting Person: Palker Marc P. (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-15	Subordinated Secured Convertible Bridge Note	$2.94	A	1700	Acquired		Common Stock ()	Direct
2014-07-15	Common Stock Warrants	$2.94	A	2000	Acquired		Common Stock ()	Direct
2014-07-15	Common Stock Warrants	$3.00	A	2000	Acquired		Common Stock ()	Direct
2014-07-15	Common Stock Warrants	$3.50	A	2000	Acquired		Common Stock ()	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $1.00 par value	2000	Direct

Footnotes

F1: On July 15, 2014, the reporting person entered into a Subordinated Secured Convertible Bridge Note and Warrant Purchase Agreement (the "Agreement") governing the issuance of up to $5,000 aggregate principal amount of Subordinated Secured Convertible Bridge Notes (the "Notes") and Warrants. Pursuant to the terms of the Purchase Agreement, the reporting person purchased $5,000 of Notes and Warrants to purchase 6,000 shares of the Company's Common Stock at exercise prices between $2.94 and $3.50 per share. The Warrants are exercisable for a five (5) year period commencing on the six month anniversary from the date of issuance.

F2: The Notes are convertible, at any time prior to maturity, into shares of the Company's common stock at the rate of one share for each $2.94 of principal amount of the Notes. The Notes mature on October 15, 2014 (subject to a three (3) month extension at the option of a majority in principal amount of the Notes).