Statement of Changes in Beneficial Ownership (4)
16 Setembro 2015 - 6:14PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Spinner Peter
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2. Issuer Name
and
Ticker or Trading Symbol
Mojo Organics, Inc.
[
MOJO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Operating Officer
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(Last)
(First)
(Middle)
101 HUDSON STREET, 21ST FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
8/13/2015
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(Street)
JERSEY CITY, NJ 07302
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $.001 par value
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8/13/2015
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P
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750000
(2)
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A
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$0.20
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2398352
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I
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Wyatts Torch Equity Partners LP
(1)
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Common Stock, $.001 par value
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150000
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I
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Peter & Stephanie Spinner JTTF
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Common Stock, $.001 par value
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10000
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I
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Stephanie Spinner IRA
(4)
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Common Stock, $.001 par value
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1575000
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Common Stock Purchase Warrant
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$0.40
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8/13/2015
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P
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1500000
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8/13/2015
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8/13/2020
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Common, par value $.001
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1500000
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$0.40
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1500000
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I
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Wyatts Torch Equity Partners LP
(1)
(2)
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Common Stock Purchase Warrant
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$0.91
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3/13/2014
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3/13/2019
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Common, par value $.001
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732905
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732905
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I
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Wyatts Torch Equity Partners LP
(1)
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Stock Options
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$0.255
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(3)
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8/14/2019
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Common, par value $.001
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192000
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192000
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D
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Explanation of Responses:
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(
1)
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Mr. Spinner is the portfolio manager and also the managing member of the general partner of Wyatts Torch Equity Partners LP, and as such, controls the voting and disposition of such shares. Mr. Spinner disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Spinner is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
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(
2)
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On August 13, 2015, Wyatts Torch Equity Partners LP purchased 750,000 shares of common stock of the company and a common stock purchase warrant (the "Warrant") to purchase 1,500,000 shares of common stock exercisable at $0.40 per share.
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(
3)
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The options become exercisable in four equal installments on February 14, 2015, August 14, 2015, February 14, 2016 and August 14, 2016.
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(
4)
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Mr. Spinner disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Spinner is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Spinner Peter
101 HUDSON STREET
21ST FLOOR
JERSEY CITY, NJ 07302
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X
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X
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Chief Operating Officer
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Signatures
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/s/ Peter Spinner
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9/16/2015
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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