Statement of Changes in Beneficial Ownership (4)
May 31 2019 - 02:22PM
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
*
210/GSB Acquisition Partners, LLC
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2. Issuer Name
and
Ticker or Trading Symbol
GLOBALSCAPE INC
[
GSB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
8214 WESTCHESTER DRIVE, SUITE 950
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/29/2019
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(Street)
DALLAS, TX 75225
(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)
___ Form filed by One Reporting Person
_
X
_ 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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271507
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I
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See footnotes
(1)
(2)
(3)
(4)
(5)
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Common Stock
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20000
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I
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See footnotes
(1)
(2)
(3)
(4)
(6)
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Common Stock
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227645
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I
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See footnotes
(1)
(2)
(3)
(4)
(7)
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Common Stock
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3768900
(8)
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D
(1)
(2)
(3)
(4)
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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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Non-Qualified Stock Option
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$8.93
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5/29/2019
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A
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300000
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(9)
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5/29/2029
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Common Stock
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300000
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$0
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300000
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I
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See footnote
(6)
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Explanation of Responses:
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(1)
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This statement is jointly filed by and on behalf of each of 210/GSB Acquisition Partners, LLC ("GSB Acquisition"), 210 Capital, LLC ("210 Capital"), Covenant RHA Partners, L.P. ("RHA Partners"), CCW/LAW Holdings, LLC ("CCW Holdings"), RHA Investments, Inc. ("RHA Investments"), C. Clark Webb and Robert H. Alpert. The direct beneficial owners of the securities covered by this statement are GSB Acquisition, Mr. Webb, Atlas Capital Management, L.P. ("ACM"), a limited partnership whose securities may be deemed to be beneficially owned by RHA Investments, as the general partner of ACM, and Mr. Alpert.
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(2)
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210 Capital is the sole member of, and may be deemed to beneficially own securities owned by, GSB Acquisition. RHA Partners and CCW Holdings are the only members of, and may each be deemed to beneficially own securities owned by, 210 Capital. Mr. Webb is the sole member of, and may be deemed to beneficially own securities owned by, CCW Holdings. RHA Investments is the general partner of, and may be deemed to beneficially own securities owned by, RHA Partners. Mr. Alpert is the President and sole shareholder of, and may be deemed to beneficially own securities owned by, RHA Investments.
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(3)
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The reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any securities covered by this statement. The reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.
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(4)
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The reporting persons may be deemed to be a member of a group with respect to GlobalSCAPE, Inc. (the "Issuer") or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.
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(5)
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Represents shares directly beneficially owned solely by Mr. Webb.
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(6)
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Represents shares directly beneficially owned solely by Mr. Alpert.
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(7)
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Represents shares directly beneficially owned by ACM and indirectly by RHA Investments and Mr. Alpert.
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(8)
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Represents shares directly beneficially owned by GSB Acquisition, a ten percent owner of the Issuer, and indirectly by the other reporting persons.
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(9)
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The shares underlying this option vest in full on the fourth anniversary of the grant date, May 29, 2023.
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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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210/GSB Acquisition Partners, LLC
8214 WESTCHESTER DRIVE
SUITE 950
DALLAS, TX 75225
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X
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210 Capital, LLC
8214 WESTCHESTER DRIVE
SUITE 950
DALLAS, TX 75225
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X
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COVENANT RHA PARTNERS, L.P.
8214 WESTCHESTER DRIVE
SUITE 650
DALLAS, TX 75225
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X
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CCW/LAW Holdings, LLC
8214 WESTCHESTER DRIVE
SUITE 950
DALLAS, TX 75225
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X
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Alpert Robert H
8214 WESTCHESTER DRIVE
SUITE 950
DALLAS, TX 75225
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X
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X
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Interim CEO
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RHA Investments, Inc.
8214 WESTCHESTER DRIVE
SUITE 950
DALLAS, TX 75225
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X
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Webb C Clark
8214 WESTCHESTER DRIVE
SUITE 950
DALLAS, TX 75225
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X
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X
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Signatures
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210/GSB ACQUISITION PARTNERS, LLC, By: 210 Capital, LLC, Its: Sole Member, By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: Authorized Signatory, By: /s/ C. Clark Webb, Name: C. Clark Webb, Title: Authorized Signatory
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5/30/2019
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**
Signature of Reporting Person
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Date
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210 CAPITAL, LLC, By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: President of the General Partner of a Member of 210 Capital, LLC, By: /s/ C. Clark Webb, Name: C. Clark Webb, Title: Sole Member of a Member of 210 Capital, LLC
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5/30/2019
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**
Signature of Reporting Person
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Date
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COVENANT RHA PARTNERS, L.P., By: RHA Investments, Inc., Its: General Partner, By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: President
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5/30/2019
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Signature of Reporting Person
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Date
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CCW/LAW HOLDINGS, LLC, By: /s/ C. Clark Webb, Name: C. Clark Webb, Title: Sole Member
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5/30/2019
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Signature of Reporting Person
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Date
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RHA INVESTMENTS, INC., By: /s/ Robert H. Alpert, Name: Robert H. Alpert, Title: President
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5/30/2019
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Signature of Reporting Person
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Date
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ROBERT H. ALPERT, By: /s/ Robert H. Alpert
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5/30/2019
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Signature of Reporting Person
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Date
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C. CLARK WEBB, By: /s/ C. Clark Webb
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5/30/2019
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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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