Statement of Changes in Beneficial Ownership (4)
December 20 2019 - 12:29PM
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
*
Zapata Michael R. |
2. Issuer Name and Ticker or Trading Symbol
SCHMITT INDUSTRIES INC
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SMIT
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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 Executive Officer |
(Last)
(First)
(Middle)
2765 NW NICOLAI STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/17/2019 |
(Street)
PORTLAND, OR 97210
(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 | 12/17/2019 | | P | | 123456 | A | $3.25 | 474235 | I | See footnote (1) |
Common Stock | | | | | | | | 47777 | 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 |
Common Stock | (2) | | | | | | | (2) | 12/24/2028 | Common Stock | 0 | | 18000 | D | |
Explanation of Responses: |
(1) | Sententia Capital purchased 123,456 shares in a private transaction on December 17, 2019. Mr. Zapata, as the Managing Member of Sententia Capital, may be deemed the beneficial owner of the 474,235 shares owned by Sententia Capital. |
(2) | Eight tranches of 6,000 RSUs vest if, prior to December 3, 2022, the 15 day trading average closing price of the Company's common stock is greater than or equal to the target price of $2.70, $2.90, $3.10, $3.30, $3.50, $3.70, $3.90, and $4.10. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Zapata Michael R. 2765 NW NICOLAI STREET PORTLAND, OR 97210 |
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| Chief Executive Officer |
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Signatures
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Michael R Zapata | | 12/19/2019 |
**Signature of Reporting Person | Date |
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