Statement of Changes in Beneficial Ownership (4)
February 18 2014 - 4:43PM
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).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
MARGOLIES MICHAEL
|
2. Issuer Name
and
Ticker or Trading Symbol
PSM HOLDINGS INC
[
PSMH
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
(Last)
(First)
(Middle)
1615 CONGRESS AVE., SUITE 103
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/13/2014
|
(Street)
DELRAY BEACH, FL 33445
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
|
|
|
|
|
|
|
870630
|
D
|
|
Common Stock
|
|
|
|
|
|
|
|
39741
|
I
|
LLC
(1)
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
7. Title and Amount of Securities Underlying Derivative Security
(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)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Preferred Series A Stock
|
(4)
|
|
|
|
|
|
|
2/4/2013
|
(2)
|
Common Stock
|
9250000
(3)
|
|
9250000
|
I
|
LLC
(5)
|
Convertible Promissory Note
|
$0.4
|
2/13/2014
|
|
P
|
|
312500
|
|
2/13/2014
|
2/13/2015
|
Common Stock
|
312500
|
(6)
|
312500
|
D
|
|
Warrants
|
$0.4
|
2/13/2014
|
|
P
|
|
50000
|
|
2/13/2014
|
2/13/2019
|
Common Stock
|
50000
|
$2.5
|
50000
|
D
|
|
Explanation of Responses:
|
(
1)
|
Shares held by LB Consulting, LLC of which Mr. Margolies is the managing member. Mr. Margolies disclaims beneficial ownership of such shares of common stock except to the extent of his pecuniary interest therein.
|
(
2)
|
No expiration date.
|
(
3)
|
The 3,700 shares of Series A Preferred Stock are convertible at the rate of 2,500 common for each share of preferred converted. The conversion rate is subject to change in the event of stock splits, dividends, reorganizations, or similar transactions, or if the Issuer issues shares below the conversion price.
|
(
4)
|
Preferred Series A Stock is convertible at no cost to the Preferred Shareholder.
|
(
5)
|
Preferred shares held by LB Merchant PSMH-1, LLC, of which Mr. Margolies is the managing member. Mr. Margolies disclaims beneficial ownership of such shares of common stock except to the extent of his pecuniary interest therein.
|
(
6)
|
Promissory Note in amount of $125,000.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
MARGOLIES MICHAEL
1615 CONGRESS AVE.
SUITE 103
DELRAY BEACH, FL 33445
|
X
|
X
|
|
|
Signatures
|
/s/ Michael Margolies
|
|
2/18/2014
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
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).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|