Statement of Changes in Beneficial Ownership (4)
July 06 2022 - 4:32PM
Edgar (US Regulatory)
FORM 4
[X]
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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3235-0287
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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
*
Lenns Charles A. |
2. Issuer Name and Ticker or Trading Symbol
Corning Natural Gas Holding Corp
[
CNIG
]
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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) Vice President, Treasurer, CFO |
(Last)
(First)
(Middle)
330 W. WILLIAM STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/6/2022 |
(Street)
CORNING, NY 14830
(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 (1) | 7/6/2022 | | D | | 4500 | D | $24.75 | 0 | 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 |
Stock Option | $24.63 | 7/1/2022 | | A | | 5000 | | 7/1/2022 | 7/1/2032 | Common Stock | 5000 | $24.63 | 25000 | D | |
Stock Option | (2) | 7/6/2022 | | D | | | 10000 | 8/31/2020 | 8/31/2030 | Common Stock | 10000 | (2) | 0 | D | |
Stock Option | (2) | 7/6/2022 | | D | | | 10000 | 9/22/2021 | 9/22/2031 | Common Stock | 10000 | (2) | 0 | D | |
Stock Option | $24.63 | 7/6/2022 | | D | | | 5000 | 7/1/2022 | 7/1/2032 | Common Stock | 5000 | $24.75 | 0 | D | |
Explanation of Responses: |
(1) | Included shares of restricted stock previously issued to Mr. Lenns for his services as an officer. 1,125 shares of restricted stock vested in full pursuant to that certain merger agreement with ACP Crotona Corp. and ACP Crotona Merger Sub Corp, and 3,375 shares of restricted stock had previously vested. |
(2) | Pursuant to that certain merger agreement with ACP Crotona Corp. and ACP Crotona Merger Sub Corp., Mr. Lenns' stock options converted into the right to receive a cash payment equal to $100,000 representing the excess of the merger consideration ($24.75 per share) over the per share exercise price of the stock options ($16.50 for the 10,000 options granted on 08/31/2020 and $23.00 for the 10,000 options granted on 09/22/2021). |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Lenns Charles A. 330 W. WILLIAM STREET CORNING, NY 14830 |
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| Vice President, Treasurer, CFO |
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Signatures
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/s/ Charles A. Lenns | | 7/6/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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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