Statement of Changes in Beneficial Ownership (4)
October 10 2018 - 11:08AM
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
*
TSENGAS STEVEN
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2. Issuer Name
and
Ticker or Trading Symbol
OURPETS CO
[
OPCO
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
__
X
__ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
CEO
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(Last)
(First)
(Middle)
1300 EAST STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
10/8/2018
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(Street)
FAIRPORT HARBOR, OH 44077
(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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772712
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I
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By Spouse
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Common Stock
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100000
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I
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Custodian UGM
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Common Stock
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3062885
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D
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Common Stock
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30065
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I
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By Partnership
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Common Stock
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44104
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I
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By Partnership
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Common Stock
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2987885
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D
(2)
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Common Stock
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3287885
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D
(3)
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Common Stock
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3192430
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D
(3)
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Common Stock
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3549798
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D
(4)
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Common Stock
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3373655
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D
(4)
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Common Stock
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3573655
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D
(5)
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Common Stock
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3473655
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D
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Common Stock
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3479155
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D
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Common Stock
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3483655
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D
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Common Stock
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45612
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I
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By Partnership
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Common Stock
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3433655
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D
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Common Stock
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3814246
(6)
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D
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Common Stock
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72001
(7)
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I
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By Partnership
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Common Stock
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124001
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I
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By Partnership
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Common Stock
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3764246
(2)
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D
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Commonn Stock
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3734246
(9)
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D
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Common Stock
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125125
(10)
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I
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By Partnership
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Common Stock
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134404
(10)
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I
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By Partnership
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Common Stock
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134695
(10)
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I
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By Partnership
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Common Stock
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135215
(10)
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I
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By Partnership
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Common Stock
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137815
(10)
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I
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By Partnership
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Common Stock
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148441
(10)
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I
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By Partnership
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Common Stock
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3744246
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D
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Common Stock
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3751259
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D
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Common Stock
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10/8/2018
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M
(12)
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127724
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A
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$0.54
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3878983
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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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Warrant
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$0.6794
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8/2/2006
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8/2/2013
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Common
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0
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0
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D
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Preferred Stock
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$0.7
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1/28/2010
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(1)
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Common
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52000
(8)
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0
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I
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By Partnership
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Warrant
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$0.7999
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6/28/2010
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6/28/2015
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Common
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0
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0
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D
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Warrant
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$0.8448
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7/16/2010
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7/16/2015
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Common
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0
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0
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D
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Warrant
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$0.9678
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10/18/2010
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10/18/2015
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Common
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0
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0
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D
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Warrant
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$0.4926
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11/8/2012
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11/8/2017
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Common
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26389
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0
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I
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By Partnership
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Warrant
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$0.4138
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12/7/2012
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12/7/2017
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Common
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380591
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0
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D
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Option
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$0.495
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6/20/2008
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6/20/2013
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Common
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0
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0
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D
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Warrant
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$0.4898
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6/20/2008
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6/20/2013
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Common
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0
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0
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I
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By Partnership
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Warrant
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$0.4898
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6/20/2008
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6/20/2013
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Common
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0
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0
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I
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By Partnership
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Warrant
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$0.5419
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10/10/2013
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10/10/2018
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Common
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127323
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127323
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D
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Option
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$0.35
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4/28/2006
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4/28/2014
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Common
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0
(3)
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0
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D
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Warrant
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$0.4436
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9/17/2009
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9/17/2014
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Common
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0
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0
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D
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Option
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$0.29
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10/1/2006
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10/1/2014
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Common
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0
(5)
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0
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D
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Option
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$0.87
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6/6/2020
(11)
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6/6/2023
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Common
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110000
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110000
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D
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Explanation of Responses:
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(1)
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Conversion of Preferred Stock into Common Stock has no expiration date.
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(2)
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Mr. Tsengas does not have a pecuniary interest in and is not a beneficial owner of the shares held by the Tsengas Foundation, an Ohio non-profit corporation, which is a tax-exempt, charitable foundation. The shares held by the foundation have been excluded from the amount of securities.
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(3)
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Shares were acquired through cashless exercise of options originally granted April 28, 2004
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(4)
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Shares were acquired through cashless exercise of warrants originally granted September 17,2009
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(5)
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Shares were acquired through issuance of options originally granted October 1, 2004
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(6)
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Shares were acquired through purchase of warrants granted on December 7, 2012.
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(7)
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Shares were acquired through purchase of warrants granted on November 8, 2012.
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(8)
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Shares were converted to 10 shares Common stock for every 1 share Preferred Stock which was originally purchased on January 28, 2010.
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(9)
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Shares were gifted to grandchildren.
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(10)
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Shares where purchased through SENK Properties which is 52% owned by Steven Tsengas.
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(11)
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Options vest 1/3 on each of the 2nd, 3rd and 4th anniversaries of grant date.
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(12)
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Shares were acquired through exercise of warrants granted 10-10-2013
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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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TSENGAS STEVEN
1300 EAST STREET
FAIRPORT HARBOR, OH 44077
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X
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X
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CEO
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Signatures
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/s/Steven Tsengas
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10/10/2018
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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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