Statement of Changes in Beneficial Ownership (4)
December 23 2022 - 6:07AM
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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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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Sakiris Spiro Kevin |
2. Issuer Name and Ticker or Trading Symbol
INTELLIGENT BIO SOLUTIONS INC.
[
INBS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer |
(Last)
(First)
(Middle)
C/O INTELLIGENT BIO SOLUTIONS INC.,, 142 WEST 57TH STREET, 11TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/22/2022 |
(Street)
NEW YORK, NY 10019
(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 - Prior Balance | | | | | | | | 125228 | 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 |
Series D Convertible Preferred Stock | (1) | 12/22/2022 (2) | | P | | 15992 | | (1) | (1) | Common Stock | 15993 (2) | $0.87 | 15993 | I | Held by Anest Holdings (3) |
Common Stock Purchase Warrant | $0.29 (4) | 12/22/2022 (2) | | P | | 47979 | | 6/23/2023 | 6/23/2028 | Common Stock | 47979 (2) | $0.1267 | 47979 | I | Held by Anest Holdings (3) |
Explanation of Responses: |
(1) | The Series D Convertible Preferred Stock is initially convertible into three shares of common stock of the Issuer. The conversion ratio is subject to adjustment. Following the Trigger Date (defined below), each share of Series D Convertible Preferred Stock is convertible at any time at the option of the holder and without payment of further consideration. The Series D Convertible Preferred Stock has no expiration date. As used herein, "Trigger Date" means the earlier to occur of (i) the date that the last of (a) the Issuer's shareholders approve the conversion of the Series D Convertible Preferred Stock or (b) the Issuer's shareholders approve a reverse split of the Issuers's common stock, or (ii) the date which is 60 days following the date on which the Common Stock is no longer listed on the Nasdaq Stock Market, the New York Stock Exchange or the NYSE American. |
(2) | On December 22, 2022, Anest Holdings Pty Ltd, as trustee of ATF S&T Sakiris Superannuation Fund, purchased 15,993 units from the Issuer in a private placement. Each unit consists of one share of Series D Convertible Preferred Stock (valued at $0.87 each) and three common stock purchase warrants (collectively valued at $0.35, or $0.1267 each). The purchase price of each unit was $1.25 per unit. |
(3) | These securities are held by Anest Holdings Pty Ltd, as trustee of ATF S&T Sakiris Superannuation Fund, of which Mr. Sakiris is a Director. |
(4) | Subject to adjustment. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Sakiris Spiro Kevin C/O INTELLIGENT BIO SOLUTIONS INC., 142 WEST 57TH STREET, 11TH FLOOR NEW YORK, NY 10019 |
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| Chief Financial Officer |
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Signatures
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/s/ Spiro Sakiris | | 12/23/2022 |
**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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