Amended Statement of Changes in Beneficial Ownership (4/a)
July 24 2014 - 5:32PM
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).
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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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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
BRUBACHER JOAN W
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2. Issuer Name
and
Ticker or Trading Symbol
BEAMZ INTERACTIVE INC
[
BZIC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President and CFO
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(Last)
(First)
(Middle)
15354 N. 83RD WAY, SUITE 101
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/21/2014
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(Street)
SCOTTSDALE, AZ 85260
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
2/25/2014
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Warrants
(2)
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$0.02
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2/21/2014
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J
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18000
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2/21/2014
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2/21/2017
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Common Stock
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18000
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(1)
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18000
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I
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See Footnotes 1 and 2
(1)
(2)
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Convertible Secured Subordinated Promissory Note
(2)
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$0.2
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2/21/2014
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J
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1
(1)
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2/21/2014
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12/31/2015
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Common Stock
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90000
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(1)
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1
(1)
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I
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See Footnotes 1 and 2
(1)
(2)
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Explanation of Responses:
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(
1)
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Reflects the receipt by Highland Consulting, Inc. ("Highland"), 100% of the ownership interests of which are directly owned by Ms. Brubacher, of a Convertible Secured Promissory Note (convertible into the Issuer's Common Stock) and Warrants pursuant to an Amended and Restated 2013 Convertible Debt and Security Agreement dated 2/21/2014 in exchange for the conversion of a receivable of $18,000 owed by the Issuer to Highland into a loan pursuant to a Payable Conversion Agreement dated February 21, 2014.
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(
2)
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This Form 4/A is being filed in order to correct the previous report filed for Ms. Brubacher on 2/25/2014. Specifically this Form 4/A corrects the ownership form of the derivative securities listed on the original Form 4 for the fact that the Warrants and the Secured Promissory Note were issued to Highland rather than Ms. Brubacher directly, such that these derivative securities are held indirectly by Ms. Brubacher rather than directly.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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BRUBACHER JOAN W
15354 N. 83RD WAY
SUITE 101
SCOTTSDALE, AZ 85260
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X
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President and CFO
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Signatures
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/s/ Joan W. Brubacher
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7/22/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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