Amended Statement of Changes in Beneficial Ownership (4/a)
February 22 2018 - 5:11PM
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
*
Kalbfleisch Kurt L.
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2. Issuer Name
and
Ticker or Trading Symbol
Sphere 3D Corp
[
ANY
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP and CFO
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(Last)
(First)
(Middle)
9112 SPECTRUM CENTER BLVD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/14/2018
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(Street)
SAN DIEGO, CA 92123
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
2/16/2018
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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
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2/14/2018
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M
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3734
(1)
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A
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(2)
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24623
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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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Restricted Stock Units
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(2)
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2/14/2018
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M
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3734
(1)
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(3)
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(3)
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Common Stock
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3734
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(2)
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155465
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D
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Explanation of Responses:
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(1)
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This report is being filed to amend the Form 4 filed on February 16, 2018 in order to correct the number of shares reported as acquired by the reporting person upon release of vested Restricted Stock Units (RSUs). As of February 14, 2018, the reporting person owned only 24,623 shares of common stock. Corresponding adjustments apply to the number of shares reported as beneficially owned in column 5 of the entries for the sales of shares by the reporting person on February 15, 2018 and February 16, 2018 on the original Form 4 filing. As of February 16, 2018, the reporting person owned only 22,125 shares of common stock. As of February 14, 2018 the reporting person owned 155,465 RSUs.
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(2)
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Each restricted stock unit ("RSU") represents a contingent right to receive one share of Sphere 3D Corp. common stock.
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(3)
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The RSUs reported under column 9 represent two awards. The underlying shares and vesting schedules are as follows: (i)10,665 which vest in five equal monthly installments beginning 3-10-18; and (ii) 144,800 shares which vest in six bi-annual installments beginning on 6-18-18.
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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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Kalbfleisch Kurt L.
9112 SPECTRUM CENTER BLVD
SAN DIEGO, CA 92123
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SVP and CFO
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Signatures
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By: Denise Garrett For: Kurt Kalbfleisch
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2/22/2018
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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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