Initial Statement of Beneficial Ownership (3)
January 02 2020 - 4:28PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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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DEGIGLIO MICHAEL A |
2. Date of Event Requiring Statement (MM/DD/YYYY)
1/1/2020
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3. Issuer Name and Ticker or Trading Symbol
Village Farms International, Inc. [VFF]
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(Last)
(First)
(Middle)
C/O VILLAGE FARMS INTERNATIONAL, INC, 4700 80TH STREET |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director ___X___ 10% Owner ___X___ Officer (give title below) _____ Other (specify below) Chief Executive Officer / |
(Street)
DELTA, A1 V4K 3N3
(City)
(State)
(Zip)
| 5. If Amendment, Date Original Filed(MM/DD/YYYY)
| 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 Beneficially Owned
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1.Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Shares | 9441549 | 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. 4) | 2. Date Exercisable and Expiration Date (MM/DD/YYYY) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Options | (1) | 3/29/2026 | Common Shares | 100000 | $1.09 (2) | D | |
Options | (3) | 3/12/2029 | Common Shares | 100000 | $13.82 (2) | D | |
Options | (4) | 3/14/2022 | Common Shares | 100000 | $0.96 (2) | D | |
Options | (5) | 3/18/2024 | Common Shares | 100000 | $1.12 (2) | D | |
Restricted Share Units | (6) | (6) | Common Shares | 230000 | (6) | D | |
Explanation of Responses: |
(1) | The Options were issued on March 29, 2016 and became fully vested on the third anniversary of the grant date. |
(2) | Converted to USD based on the average daily exchange rate of the Bank of Canada reported on December 20, 2019. |
(3) | The Options were issued on March 12, 2019 and will vest over a three year period, with one-third (1/3) of the issued Options vesting on each of the first 3 anniversaries of the date of the grant. As of the date hereof, all 100,000 Options are unvested. |
(4) | The Options were issued on March 14, 2012 and became fully vested on the third anniversary of the grant date. |
(5) | The Options were issued on March 18, 2014 and became fully vested on the third anniversary of the grant date. |
(6) | The Restricted Share Units ("RSUs") represent the contingent right to receive one share of the Issuer's Common Shares, and do not require payment of a conversion or exercise price. The RSUs vest as certain performance related events are achieved. To date, the performance criteria for these RSUs have not yet been satisfied. The RSUs will expire upon the Reporting Person's resignation from the Issuer. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
DEGIGLIO MICHAEL A C/O VILLAGE FARMS INTERNATIONAL, INC 4700 80TH STREET DELTA, A1 V4K 3N3 | X | X | Chief Executive Officer |
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Signatures
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/s/Stephen C. Ruffini, Attorney-in-Fact | | 1/1/2020 |
**Signature of Reporting Person | Date |
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