Initial Statement of Beneficial Ownership (3)
January 02 2020 - 4:37PM
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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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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McLernon John R. |
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 _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(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 | 31000 | D | |
Common Shares | 30000 | I | Held through Spouse |
Common Shares | 9600 | I | See footnote (1) |
Common Shares | 23500 | I | See footnote (2) |
Common Shares | 14300 | I | See footnote (3) |
Common Shares | 500 | I | See footnote (4) |
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 | (5) | 3/29/2026 | Common Shares | 25000 | $1.09 (6) | D | |
Options | (7) | 3/12/2029 | Common Shares | 20000 | $13.82 (6) | D | |
Options | (8) | 6/5/2028 | Common Shares | 50000 | $4.40 (6) | D | |
Options | (9) | 3/18/2024 | Common Shares | 25000 | $1.12 (6) | D | |
Restricted Share Units (10) | (10) | (10) | Common Shares | 20000 | (10) | D | |
Explanation of Responses: |
(1) | Held through a Tax Free Savings Account ("TFSA"). |
(2) | Held through a Retirement Income Fund ("RIF"). |
(3) | Held through a TFSA for Peggy Elizabeth McLernon (Reporting Person's Spouse). |
(4) | Held through a RIF for Peggy Elizabeth McLernon (Reporting Person's Spouse). |
(5) | The Options were issued on March 29, 2016 and became fully vested on the third anniversary of the grant date. |
(6) | Converted to USD based on the average daily exchange rate of the Bank of Canada reported on December 20, 2019. |
(7) | 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 20,000 Options are unvested. |
(8) | The Options were issued on June 5, 2018 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, 16,667 Options have vested and 33,333 Options are unvested. |
(9) | The Options were issued on March 18, 2014 and became fully vested on the third anniversary of the grant date. |
(10) | 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 |
McLernon John R. C/O VILLAGE FARMS INTERNATIONAL, INC 4700 80TH STREET DELTA, A1 V4K 3N3 | X |
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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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