Statement of Changes in Beneficial Ownership (4)
March 31 2017 - 3:52PM
Edgar (US Regulatory)
FORM 4
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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
*
PROBST LYLE L
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2. Issuer Name
and
Ticker or Trading Symbol
POSITIVEID Corp
[
PSID
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President
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(Last)
(First)
(Middle)
1690 SOUTH CONGRESS AVENUE, SUITE 201
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/29/2017
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(Street)
DELRAY BEACH, FL 33445
(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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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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Series II Convertible Preferred Stock
(1)
(3)
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$0.0002
(1)
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3/29/2017
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A
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250
(1)
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(1)
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(2)
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Common Stock
(3)
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1388888889
(1)
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$1000
(1)
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706
(1)
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D
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Explanation of Responses:
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(
1)
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On March 29, 2017, PositiveID Corporation granted to Mr. Probst 250 shares of Series II Convertible Preferred Stock ("Series II") as compensation for 2016. The Series II granted to Mr. Probst have a stated value of $1,000 per share and are convertible into 1,388,888,889 shares of common stock, par value $0.0001 ("Common Stock"), at a conversion price of $0.00018 per share. The Series II will vest on January 1, 2019. Each share of Series II holds 25 votes per share for a total of 34,722,222,222 votes.
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(
2)
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No expiration date.
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(
3)
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As of March 29, 2017, Mr. Probst owns (i) 12,226 shares of common stock and 102,500 options to purchase shares of Common Stock; and (ii) 706 shares of Series II, which were convertible as of March 29, 2017 into 4,018,003,044 shares of Common Stock. Each share of Series II holds 25 votes per share for a total of 100,450,076,104 votes. The shares of Series II constitute the majority of his beneficial ownership in the Company.
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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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PROBST LYLE L
1690 SOUTH CONGRESS AVENUE
SUITE 201
DELRAY BEACH, FL 33445
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X
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President
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Signatures
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/s/ Allison Tomek, Attorney-in-Fact
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3/31/2017
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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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