Statement of Changes in Beneficial Ownership (4)
December 03 2020 - 6:45PM
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
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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
*
Kelly Dylan |
2. Issuer Name and Ticker or Trading Symbol
Resonant Inc
[
RESN
]
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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) Chief Operating Officer |
(Last)
(First)
(Middle)
C/O RESONANT INC. 10900 STONELAKE BLVD., SUITE 100, OFFICE 02-130 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/1/2020 |
(Street)
AUSTIN, TX 78759
(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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Common Stock | 12/1/2020 | | M | | 50000 | A | (1) | 65292 | D | |
Common Stock | 12/1/2020 | | M | | 12500 | A | (1) | 77792 | D | |
Common Stock | 12/1/2020 | | M | | 37500 | A | (1) | 115292 | D | |
Common Stock | 12/2/2020 | | S(2) | | 36670 | D | $2.1791 (3) | 78622 | D | |
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) | 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 |
Restricted Stock Units | (1) | 12/1/2020 | | M | | | 50000 | (4) | (4) | Common Stock | 50000 | $0 | 150000 | D | |
Restricted Stock Units | (1) | 12/1/2020 | | M | | | 12500 | (5) | (5) | Common Stock | 12500 | $0 | 37500 | D | |
Restricted Stock Units | (1) | 12/1/2020 | | M | | | 37500 | (6) | (6) | Common Stock | 37500 | $0 | 112500 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit represents a contingent right to receive one share of Resonant Inc. common stock. |
(2) | This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person to satisfy the reporting person's tax withholding obligations upon the vesting of restricted stock units. |
(3) | This transaction was executed in multiple trades at prices ranging from $2.17 to $2.18. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
(4) | 50,000 restricted stock units vested on December 1, 2020, and installments of 50,000 restricted stock units will vest on each of December 1, 2021, December 1, 2022, and December 1, 2023. |
(5) | 12,500 restricted stock units vested on December 1, 2020, and installments of 12,500 restricted stock units will vest on each of December 1, 2021, December 1, 2022, and December 1, 2023. |
(6) | 37,500 restricted stock units vested on December 1, 2020, and installments of 37,500 restricted stock units will vest on each of December 1, 2021, December 1, 2022, and December 1, 2023. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Kelly Dylan C/O RESONANT INC. 10900 STONELAKE BLVD. SUITE 100, OFFICE 02-130 AUSTIN, TX 78759 |
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| Chief Operating Officer |
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Signatures
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/s/Martin S. McDermut, Attorney-In-Fact | | 12/3/2020 |
**Signature of Reporting Person | Date |
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