Statement of Changes in Beneficial Ownership (4)
June 08 2020 - 5:57PM
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
*
Kles Or |
2. Issuer Name and Ticker or Trading Symbol
My Size, Inc.
[
MYSZ
]
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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)
HAYARDEN 4 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/25/2020 |
(Street)
AIRPORT CITY, L3 7010000
(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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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 |
Option to purchase Common Stock (right to buy) | $18.15 | 5/25/2020 | | D | | | 5667 | (1) | 7/24/2022 | Common Stock, $.001 par value per share | 5667 | (2) | 0 | D | |
Option to purchase Common Stock (right to buy) | $1.04 | 5/25/2020 | | A | | 5667 | | (1) | 7/24/2023 | Common Stock, $.001 par value per share | 5667 | (2) | 5667 | D | |
Option to purchase Common Stock (right to buy) | $11.4 | 5/25/2020 | | D | | | 4000 | (1) | 5/29/2024 | Common Stock, $.001 par value per share | 4000 | (3) | 0 | D | |
Option to purchase Common Stock (right to buy) | $1.04 | 5/25/2020 | | A | | 4000 | | (1) | 5/29/2025 | Common Stock, $.001 par value per share | 4000 | (3) | 14000 | D | |
Option to purchase Common Stock (right to buy) | $11.4 | 5/25/2020 | | D | | | 10000 | (4) | 5/29/2024 | Common Stock, $.001 par value per share | 10000 | (3) | 0 | D | |
Option to purchase Common Stock (right to buy) | $1.04 | 5/25/2020 | | A | | 10000 | | (4) | 5/29/2025 | Common Stock, $.001 par value per share | 10000 | (3) | 10000 | D | |
Explanation of Responses: |
(1) | Option grant under the My Size, Inc. 2017 Equity Incentive Plan, all of which have vested. |
(2) | Effective May 25, 2020, the Board of Directors of the Company approved a unilateral option repricing and term extension, which resulted in the reduction of the exercise price to $1.04 per share, which is the closing price of the Company's common stock on May 22, 2020, and an expiration date of July 24, 2023. All of the other terms of the option remained unchanged. |
(3) | Effective May 25, 2020, the Board of Directors of the Company approved a unilateral option repricing and term extension, which resulted in the reduction of the exercise price to $1.04 per share, which is the closing price of the Company's common stock on May 22, 2020, and an expiration date of May 29, 2025. All of the other terms of the option remained unchanged. |
(4) | Option grant under the My Size, Inc. 2017 Equity Incentive Plan, of which one third of the total shares vested on May 1, 2020, one third of the total shares vests on May 1, 2021 and the remaining one third of the total shares vests on May 1, 2022. |
Remarks: On November 15, 2019, the Company implemented a 1-for-15 reverse stock split (the "Reverse Stock Split") of the Company's common stock. All amounts have been adjusted to give effect to the Reverse Stock Split. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Kles Or HAYARDEN 4 AIRPORT CITY, L3 7010000 |
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| Chief Financial Officer |
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Signatures
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/s/ Or Kles | | 6/8/2020 |
**Signature of Reporting Person | Date |
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