Statement of Changes in Beneficial Ownership (4)
November 20 2019 - 4:31PM
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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3235-0287
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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
*
Smith Ronald Eric |
2. Issuer Name and Ticker or Trading Symbol
Deep Down, Inc.
[
DPDW
]
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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)
1447 FM 1010 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/4/2019 |
(Street)
CLEVELAND, TX 77327
(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 | 1/4/2019 | | P | | 2350 | A | $0.87 | 363444 | I | By IRA |
Common Stock | 3/6/2019 | | P | | 4100 | A | $0.75 | 367544 | I | By IRA |
Common Stock | 5/3/2019 | | P | | 2200 | A | $0.91 | 369744 | I | By IRA |
Common Stock | 5/9/2019 | | P | | 1100 | A | $0.93 | 370844 | I | By IRA |
Common Stock | 7/18/2019 | | P | | 6650 | A | $0.75 | 377494 | I | By IRA |
Common Stock | 9/4/2019 | | P | | 4250 | A | $0.72 | 381744 | I | By IRA |
Common Stock | 11/18/2019 | | P | | 159627 | A | $0.62 (1) | 541371 | I | By IRA |
Common Stock | 9/1/2019 | | D | | 300000 | D | (2) | 1285762 | D | |
Common Stock | | | | | | | | 930651 | I | By Spouse (3) |
Common Stock | | | | | | | | 23071 | I | By Spouse (4) |
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 |
Explanation of Responses: |
(1) | This transaction was executed in multiple trades at prices ranging from $0.57 to $0.67. 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. |
(2) | This disposition was in connection with the Transition Agreement by and between Ronald E. Smith and issuer pursuant to which the reporting person surrendered 300,000 shares to the issuer in exchange for various assets (see Form 8-K filed by the issuer on August 15, 2019). |
(3) | These shares represent shares directly held by the reporting person's spouse, which may be deemed to be beneficially owned by the reporting person. |
(4) | These shares represent shares held indirectly by the reporting person's spouse through an individual retirement account, which may be deemed to be beneficially owned by the reporting person. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Smith Ronald Eric 1447 FM 1010 CLEVELAND, TX 77327 |
| X |
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Signatures
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/s/ Ronald Eric Smith | | 11/20/2019 |
**Signature of Reporting Person | Date |
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