Statement of Changes in Beneficial Ownership (4)
June 04 2018 - 5:01PM
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
*
Galleher J. Patrick
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2. Issuer Name
and
Ticker or Trading Symbol
ISSUER DIRECT CORP
[
ISDR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O ISSUER DIRECT CORP, 500 PERIMETER PARK DR., SUITE D
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/31/2018
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(Street)
MORRISVILLE, NC 27560
(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
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5/31/2018
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M
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991
(1)
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A
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$13.49
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18657
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D
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Common Stock
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5/31/2018
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S
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991
(1)
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D
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$17.25
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17666
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D
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Common Stock
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6/1/2018
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M
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11043
(1)
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A
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$13.49
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28709
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D
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Common Stock
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6/1/2018
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S
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11043
(1)
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D
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$17.25
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17666
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D
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Common Stock
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6/4/2018
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M
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23900
(1)
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A
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$13.49
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41566
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D
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Common Stock
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6/4/2018
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S
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23900
(1)
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D
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$17.26
(2)
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17666
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D
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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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Options to Purchase Common Stock
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$13.49
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5/31/2018
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M
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991
(1)
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6/30/2014
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6/30/2019
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Common Stock
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991
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$0
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34943
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D
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Options to Purchase Common Stock
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$13.49
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6/1/2018
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M
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11043
(1)
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6/30/2014
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6/30/2019
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Common Stock
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11043
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$0
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23900
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D
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Options to Purchase Common Stock
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$13.49
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6/4/2018
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M
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23900
(1)
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6/30/2014
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6/30/2019
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Common Stock
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23900
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$0
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0
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D
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Explanation of Responses:
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(1)
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This Form is being filed to report, among other things, the exercise of a stock option for a total of 35,934 shares of Common Stock. The stock option was initially granted to the Reporting Person on March 11, 2014 for an aggregate of 40,000 shares of Common Stock at an exercise price of $13.49 per share (the "Initial Option"). In connection with the exercise of the stock option, the Reporting Person sold 991 shares of Common Stock on the open market on May 31, 2018 at a price of $17.25 per share, 11,043 shares of Common Stock on the open market on June 1, 2018 at a price of $17.25 per share and 23,900 shares of Common Stock on the open market on June 4, 2018 at a weighted average price of $17.26 per share for gross proceeds of $620,012 in order to pay for the aggregate option exercise price of $484,750. As a result of these transactions, the Reporting Person, on a net basis, did not acquire any additional shares of Common Stock. The Reporting Person no longer has any shares of Common Stock exercisable under the Initial Option.
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(2)
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The $17.26 represents a weighted average price. The Reporting Person sold 3,000 shares of Common Stock at price of $17.30 per share and 20,900 shares of Common Stock at a price of $17.25 per share.
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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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Galleher J. Patrick
C/O ISSUER DIRECT CORP
500 PERIMETER PARK DR., SUITE D
MORRISVILLE, NC 27560
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X
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Signatures
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/s/ James Patrick Galleher
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6/4/2018
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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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