Statement of Changes in Beneficial Ownership (4)
January 04 2022 - 5:53PM
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
*
Simmons Chia-Lin |
2. Issuer Name and Ticker or Trading Symbol
Nxt-ID, Inc.
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NXTD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
2801 DIODE LANE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/3/2022 |
(Street)
LOUISVILLE, KY 40299
(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) | 1/3/2022 (2) | | A | | 204145 (3) | A | $0 | 470741 (4) | D | |
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) | Issuable upon settlement of restricted stock units of the Issuer ("RSUs"), each of which represents the right to receive one share of common stock, par value $0.0001 per share, of the Issuer, subject to the vesting terms of such RSUs. |
(2) | The grant of such RSUs was authorized by the Issuer's compensation committee on December 17, 2021. The RSUs were granted pursuant to an RSU Agreement between the Reporting Person and the Company on January 3, 2022, which was formally approved on such date. |
(3) | 204,145 RSUs were received as compensation for the reporting person's service as an officer pursuant to the Issuer's 2013 Long-Term Stock Incentive Plan. The RSUs are subject to vesting over a period of 36 months commencing on January 3, 2022, with 34,045 of the RSUs to vest on July 3, 2022, and thereafter, 170,100 of the RSUs to vest on the first day of each subsequent month until all such RSUs are vested, so long as the reporting person remains in the service of the Issuer for each such month. Pursuant to the rules promulgated under Section 13 of the Securities Exchange Act of 1934, as amended, the Reporting Person is not deemed to be the beneficial owner of any of the RSUs until 60 days prior to the applicable vesting dates. |
(4) | On October 15, 2021, the Issuer effected a 1-for-10 reverse stock split. The number of securities reported on this Form 4 have been adjusted to reflect the reverse stock split as the split pertained to the number of securities of the Issuer that the Reporting Person held prior to the grant of the RSUs. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Simmons Chia-Lin 2801 DIODE LANE LOUISVILLE, KY 40299 | X |
| Chief Executive Officer |
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Signatures
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/s/ Chia-Lin Simmons | | 1/4/2022 |
**Signature of Reporting Person | Date |
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