Statement of Changes in Beneficial Ownership (4)
January 17 2018 - 4:05PM
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
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Pennington Robert Ira
|
2. Issuer Name
and
Ticker or Trading Symbol
General Moly, Inc
[
GMO
]
|
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 GENERAL MOLY, INC., 1726 COLE BLVD., SUITE 115
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/16/2018
|
(Street)
LAKEWOOD, CO 80401
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
1/16/2018
|
|
M
|
|
300000
(1)
|
A
|
$0
|
1145962
|
D
|
|
Common Stock
|
1/16/2018
|
|
F
|
|
112152
(2)
|
D
|
$.39
|
1033810
|
D
|
|
Common Stock
|
|
|
|
|
|
|
|
158000
|
I
|
By Robert Pennington Dolores R. Pennington P/ADM Mineral Development LLC Dated 10-15-2007
(3)
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
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
|
(4)
|
1/16/2018
|
|
M
|
|
|
300000
|
(5)
|
(5)
|
Common Stock
|
300000
|
$0
|
0
|
D
|
|
Restricted stock units
|
(4)
|
1/16/2018
|
|
A
|
|
400000
|
|
(6)
|
(6)
|
Common Stock
|
400000
|
$0
|
400000
|
D
|
|
Explanation of Responses:
|
(1)
|
Represents acquisition of common stock upon vesting of restricted stock units.
|
(2)
|
Represents withholding of shares to satisfy tax obligations upon the vesting of restricted stock units.
|
(3)
|
Robert Pennington is the sole member of the Robert Pennington Dolores R. Pennington P/ADM Mineral Development LLC.
|
(4)
|
Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
|
(5)
|
The restricted stock units vest on the earliest to occur of (i) a financing plan for the Mt. Hope Project approved by the issuer's board of directors; (ii) a Change of Control (as defined in the reporting person's employment agreement with the issuer); (iii) involuntary termination (absent cause); or (iv) January 16, 2018. Vested shares will be delivered to the reporting person within sixty (60) days, except as otherwise required by Section 409A of the Internal Revenue Code of 1986, as amended. The original Form 4 reported an incorrect vesting date.
|
(6)
|
The restricted stock units vest on the earliest to occur of (i) a financing plan for the Mt. Hope Project approved by the issuer's board of directors; (ii) a Change of Control (as defined in the reporting person's employment agreement with the issuer); (iii) involuntary termination (absent cause); or (iv) January 16, 2019. Vested shares will be delivered to the reporting person within sixty (60) days, except as otherwise required by Section 409A of the Internal Revenue Code of 1986, as amended.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Pennington Robert Ira
C/O GENERAL MOLY, INC.
1726 COLE BLVD., SUITE 115
LAKEWOOD, CO 80401
|
|
|
Chief Operating Officer
|
|
Signatures
|
Jennifer A. D'Alessandro, as attorney-in-fact
|
|
1/17/2018
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
|
**
|
Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|
General Moly (AMEX:GMO)
Historical Stock Chart
From Aug 2024 to Sep 2024
General Moly (AMEX:GMO)
Historical Stock Chart
From Sep 2023 to Sep 2024