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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Convertible Notes (1) | $ 0.1 | 10/31/2010 | J(2) | $ 1,950.68 | 10/31/2010 | 05/06/2013 | Common Stock | 19,507 | (2) | $ 51,950.68 | D (3) | ||||
Stock Options | $ 0.08 | 12/08/2010 | A | 2,500,000 | 03/08/2011(4) | 12/08/2015 | Common Stock | 2,500,000 | $ 0 (5) | 2,950,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Wolfe J Michael 6075 LONGBOW DR. SUITE 200 BOULDER, CO 80301 |
X | Chief Operating Officer |
Jessica Franz, Attorney in Fact | 12/10/2010 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The $1,950.68 Convertible Notes have an annual interest rate of 8%. The notes are convertible into shares of common stock at a price of $0.10 per share. |
(2) | Mr. Wolfe received the $1,950.68 of Convertible Notes as a quarterly interest payment on existing Convertible Notes. |
(3) | The Convertible Notes are held by J. Michael Wolfe and Cynthia M. Wolfe JTTEN. |
(4) | The options will vest pro rata on a quarterly basis over 2 years. |
(5) | On December 8, 2010, the Board of Directors awarded the options to Mr. Wolfe. |