- Statement of Changes in Beneficial Ownership (4)
May 03 2010 - 6:31PM
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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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Allegra Joseph
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2. Issuer Name
and
Ticker or Trading Symbol
Vystar Corp
[
vyst
]
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5. 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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(Last)
(First)
(Middle)
VYSTAR CORPORATION, 3235 SATELLITE BLVD., BUILDING 400, SUITE 290
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/30/2010
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(Street)
DULUTH, GA 30096
(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, par value $0.0001
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4/30/2010
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J
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30000
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A
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$1.25
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355000
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I
(1)
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By Diamond II Investments, LLC
(1)
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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 to purchase common stock, par value $0.0001
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$1.5
(2)
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4/30/2010
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J
(3)
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15000
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4/30/2010
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(4)
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common stock, par value $0.0001
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15000
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$0
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545000
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I
(5)
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By Diamond II Investments, LLC
(5)
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warrants to purchase common stock, par value $0.0001
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$3.25
(6)
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4/30/2010
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J
(3)
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15000
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4/30/2010
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(4)
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common stock, par value $0.0001
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15000
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$0
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560000
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I
(7)
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By Diamond II Investments, LLC
(7)
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Explanation of Responses:
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(
1)
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115,000 shares are held by Dr. Allegra directly. 240,000 shares are held by Diamond II Investments, LLC. Dr. Allegra is a Member and manager of Dianmond II Investments, LLC.
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(
2)
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Pursuant to the revision of the terms of the issuer's private placement, the exercise price of these warrants was reduced to $1.00 per share for the period from April 30, 2010 to June 28, 2010. Thereafter, the exercise price reverts to $1.50 for the remainder of the term of the warrants.
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(
3)
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Pursuant to the revision of the terms of the issuer's private placement, which modified the purchase price of the issuer's common stock, additional warrants to purchase shares of common stock were issued to all prior purchasers including the reporting person.
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(
4)
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7,500 expire on December 22, 2010, and 7,500 expire on January 11, 2011.
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(
5)
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105,000 warrants and 400,000 options are held by Dr. Allegra directly. 40,000 warrants are held by Diamond II Investments, LLC. Dr. Allegra is a Member and Manager of Diamond II Investments, LLC.
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(
6)
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Pursuant to the revision of the terms of the issuer's private placement, the exercise price of these warrants was reduced to $1.00 per share for the period from April 30, 2010 to June 28, 2010. Thereafter, the exercise price reverts to $3.25 for the remainder of the term of the warrants.
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(
7)
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120,000 warrants and 400,000 options are held by Dr. Allegra directly. 40,000 warrants are held by Diamond II Investments, LLC. Dr. Allegra is a Member and Manager of Diamond II Investments, LLC.
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Remarks:
Pursuant to the revision of the terms of the issuer's private placement, which modified the purchase price of the issuer's common stock, additional shares of common stock were issued to all prior purchasers including the reporting person.
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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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Allegra Joseph
VYSTAR CORPORATION, 3235 SATELLITE BLVD.
BUILDING 400, SUITE 290
DULUTH, GA 30096
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X
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Signatures
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gerald l baxter
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5/3/2010
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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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