Statement of Changes in Beneficial Ownership (4)
January 12 2021 - 2:54PM
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
*
McCabe Greg |
2. Issuer Name and Ticker or Trading Symbol
TORCHLIGHT ENERGY RESOURCES INC
[
TRCH
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
500 WEST TEXAS AVE., SUITE 890 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/30/2020 |
(Street)
MIDLAND, TX 79701
(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) | 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 |
6% Convertible Promissory Note | $1 | 12/30/2020 | | A (1) | | | $100000 | 12/30/2020 | 5/10/2021 (2) | Common Stock | 100000 (3) | (4) | $100000 | D | |
Explanation of Responses: |
(1) | The reporting person loaned the issuer $100,000 in exchange for a 6% convertible promissory note. |
(2) | The convertible note has a maturity date of the earlier of (i) May 10, 2021 and (ii) the date on which a business combination between the issuer and Metamaterial Inc. is closed. |
(3) | This amount of common stock only accounts for principal and does not account for accrued and unpaid interest which is also convertible under the note. This amount is also subject to adjustment in the event of any reclassification, stock split, stock dividend or other similar event. |
(4) | The convertible note was issued in consideration for a loan to the issuer by the reporting person in the amount of $100,000. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
McCabe Greg 500 WEST TEXAS AVE. SUITE 890 MIDLAND, TX 79701 | X | X |
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Signatures
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/s/ Greg McCabe | | 1/6/2021 |
**Signature of Reporting Person | Date |
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