Statement of Changes in Beneficial Ownership (4)
September 15 2016 - 6:08AM
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
*
Santilli Carla
|
2. Issuer Name
and
Ticker or Trading Symbol
MAGNEGAS CORP
[
MNGA
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Executive Officer
|
(Last)
(First)
(Middle)
11885 44TH STREET NORTH
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/9/2016
|
(Street)
CLEARWATER, FL 33762
(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, par value $0.001 per share
|
9/9/2016
|
|
S
|
|
1330
|
D
|
$0.62
|
3529096
(1)
|
D
|
|
Common Stock, par value $0.001 per share
|
9/12/2016
|
|
S
|
|
25000
|
D
|
$0.63
|
3504096
|
D
|
|
Common Stock, par value $0.001 per share
|
9/13/2016
(2)
|
|
A
|
|
129032
|
A
|
$0.62
(3)
|
3633128
(4)
|
D
|
|
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
|
Explanation of Responses:
|
(
1)
|
Global Beta, LLC ("Global Beta"), a privately owned company which is 50% owned by each of the reporting person and Ruggero Santilli (the reporting person's spouse) sold all of the shares of common stock of the issuer reported in this Form 4 pursuant to a Rule 10b5-1 trading plan. Global Alpha, LLC ("Global Alpha") is also a privately owned company which is 50% owned by each of the reporting person and Ruggero Santilli and it also owns shares of the issuer.
|
(
2)
|
Acquired pursuant to an award under the MagneGas Corporation Amended and Restated 2014 Equity Incentive Award Plan (the "Amended 2014 Plan") for her services rendered as a member of the Issuer's Board of Directors (the "Board") for the period of May 15, 2015 through May 14, 2016.
|
(
3)
|
The Board approved the award on August 4, 2016 pursuant to Sections 9.6 and 12.1 of the Amended 2014 Plan. Pursuant to Section 9.6, the cost basis of these shares is based on the closing sales price quoted on the NASDAQ Capital Market on the 15th of the month following the date of the Board's resolutions. While the shares are being issued by the Issuer's transfer agent on September 13, 2016, the cost basis is the August 15, 2016 $0.62 closing price.
|
(
4)
|
As of 5:00 PM Eastern Time on September 13, 2016, the reporting person owned a total of 3,633,128 shares: (a) 1,636,719 restricted shares held by Global Alpha; (b) 186,000 restricted shares held by Global Beta; (c) 167,306 free-trading shares held by Global Beta in its brokerage account whose shares are sold pursuant to a Rule 10b5-1 trading plan; (d) 313,000 restricted shares held by Clean Energies Tech Co., a private company which is 50% owned by Ruggero Santilli; (e) 270,000 restricted shares held by the RM Santilli Foundation, a foundation which is 50% owned by the reporting person; (f) 10,000 restricted shares held in Ruggero Santilli's own name; (g) 525,000 shares of common stock underlying options held by Ruggero Santilli that are presently exercisable; (h) 225,103 shares (205,352 free-trading and 19,751 restricted) held in the name of the reporting person; and (i) 300,000 shares of common stock underlying options held by the reporting person that are presently exercisable.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Santilli Carla
11885 44TH STREET NORTH
CLEARWATER, FL 33762
|
|
|
Chief Executive Officer
|
|
Signatures
|
/s/ Carla Santilli
|
|
9/14/2016
|
**
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.
|
Magnegas Applied Technlgy Sol (MM) (NASDAQ:MNGA)
Historical Stock Chart
From Mar 2024 to Apr 2024
Magnegas Applied Technlgy Sol (MM) (NASDAQ:MNGA)
Historical Stock Chart
From Apr 2023 to Apr 2024