Statement of Changes in Beneficial Ownership (4)
February 14 2023 - 4:50PM
Edgar (US Regulatory)
FORM 4
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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
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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
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SOKOLOW LEONARD J |
2. Issuer Name and Ticker or Trading Symbol
SKYX Platforms Corp.
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SKYX
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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 SKYX PLATFORMS CORP., 2855 W. MCNAB ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/19/2022 |
(Street)
POMPANO BEACH, FL 33069
(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, no par value | 12/19/2022 | | G |
V
| 10000 | D | $0 | 366543 (7)(8) | D | |
Common Stock, no par value | 12/20/2022 | | G |
V
| 10000 | D | $0 | 356543 (7)(8) | D | |
Common Stock, no par value | | | | | | | | 3600 | I | By Newbridge Securities Corporation (1) |
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 |
Stock Option (right to buy) | $0.6 | | | | | | | 11/15/2015 | 11/15/2025 | Common Stock, no par value | 150000 | | 150000 | D | |
Stock Option (right to buy) | $3 | | | | | | | 6/30/2017 | 4/19/2027 | Common Stock, no par value | 150000 | | 150000 | D | |
Stock Option (right to buy) | $4 | | | | | | | 12/31/2017 | 4/19/2027 | Common Stock, no par value | 150000 | | 150000 | D | |
Stock Option (right to buy) | $3 | | | | | | | 1/1/2019 | 1/1/2024 | Common Stock, no par value | 100000 | | 100000 | D | |
Stock Option (right to buy) | $12 | | | | | | | 1/1/2020 | 1/1/2025 | Common Stock, no par value | 100000 | | 100000 | D | |
Stock Option (right to buy) | $12 | | | | | | | 12/31/2020 | 12/31/2025 | Common Stock, no par value | 100000 | | 100000 | D | |
Stock Option (right to buy) | $12 | | | | | | | 12/31/2021 | 12/31/2026 | Common Stock, no par value | 100000 | | 100000 | D | |
Stock Option (right to buy) | $12.34 | | | | | | | 3/31/2022 (6) | 3/11/2027 | Common Stock, no par value | 17500 | | 17500 | D | |
Warrant (right to buy) | $12 | | | | | | | (2) | 12/31/2023 | Common Stock, no par value | 4469 | | 4469 | D | |
Warrant (right to buy) | $9.8 | | | | | | | (3) | 10/26/2024 | Common Stock, no par value | 1088 | | 1088 | D | |
Warrant (right to buy) | $9.8 | | | | | | | (3) | 11/29/2024 | Common Stock, no par value | 3375 | | 3375 | D | |
Warrant (right to buy) | $9.8 | | | | | | | (3) | 12/22/2024 | Common Stock, no par value | 19827 | | 19827 | D | |
Warrant (right to buy) | $12 | | | | | | | (2) | 12/31/2023 | Common Stock, no par value | 5674 | | 5674 | I | By Newbridge Securities Corporation (1) |
Warrant (right to buy) | $9.8 | | | | | | | (3) | 10/26/2024 | Common Stock, no par value | 725 | | 725 | I | By Newbridge Securities Corporation (1) |
Warrant (right to buy) | $9.8 | | | | | | | (3) | 11/29/2024 | Common Stock, no par value | 2250 | | 2250 | I | By Newbridge Securities Corporation (1) |
Warrant (right to buy) | $9.8 | | | | | | | (3) | 12/22/2024 | Common Stock, no par value | 13216 | | 13216 | I | By Newbridge Securities Corporation (1) |
6.0% Subordinated Convertible Promissory Note | $15 | | | | | | | (4) | 9/22/2023 | Common Stock, no par value | $250000 (5) | | $250000 (5) | D | |
Explanation of Responses: |
(1) | These securities are owned by Newbridge Securities Corporation. The reporting person is the Chief Executive Officer and President of Newbridge Financial, Inc. and Chairman of Newbridge Securities Corporation, its broker dealer subsidiary. |
(2) | Exercisable at any time on or prior to the expiration date at the holder's discretion at the initial exercise price of $12.00 per share, subject to adjustment provisions (including certain anti-dilution provisions). |
(3) | Exercisable at any time on or prior to the expiration date at the holder's discretion at the adjusted exercise price of $9.80 per share, subject to adjustment provisions (including certain anti-dilution provisions). |
(4) | The principal amount, plus any accrued and unpaid interest, is convertible into shares of common stock at any time on or prior to the maturity date at the holder's discretion at the conversion price of $15.00 per share. |
(5) | Represents the principal amount of the convertible note and excludes interest that may accrue. Interest on the note is payable annually, in cash or common stock, at the holder's discretion. |
(6) | Options vest in twelve equal monthly installments, beginning on the last day of the month in which the options were granted. |
(7) | Includes 30,250 restricted shares granted in consideration for services to be provided to the issuer pursuant to a corporate advisory agreement between the issuer and Newbridge Securities Corporation dated November 9, 2022. The restricted shares vest on the following schedule: one quarter of the shares on each of November 9, 2022 and the six-, 12- and 18-month anniversaries of such date. If the agreement is terminated prior to its expiration, any shares that have not vested as of such date will be forfeited. |
(8) | Total number of shares includes shares issued to the reporting person after the date of the gift. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
SOKOLOW LEONARD J C/O SKYX PLATFORMS CORP. 2855 W. MCNAB ROAD POMPANO BEACH, FL 33069 | X |
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Signatures
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/s/ Leonard J. Sokolow | | 2/14/2023 |
**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. |
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