Report of Proposed Sale of Securities (144)
April 16 2014 - 3:33PM
Edgar (US Regulatory)
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UNITED STATES
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OMB APPROVAL
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SECURITIES AND EXCHANGE COMMISSION
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OMB Number:
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Washington, D.C. 20549
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Expires: Estimated average burden
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FORM 144
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hours per response………...
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NOTICE OF PROPOSED SALE OF SECURITIES
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SEC USE ONLY
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PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
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DOCUMENT SEQUENCE NO.
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ATTENTION:
Transmit
for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale
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CUSIP NUMBER
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or executing a sale directly
with a market maker.
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WORK LOCATION
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1
(a)
NAME OF ISSUER
(Please type or print)
T3 Motion, Inc. (TTTM)
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(b)
IRS IDENT.
NO.
20-4987549
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(c)
S.E.C. FILE
NO.
001-35133
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1
(d)
ADDRESS OF
ISSUER
2990 Airway Ave., Bldg
A
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STREET
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CITY
Costa Mesa
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STATE
California
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ZIP CODE
92626
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(e)
TELEPHONE NO.
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AREA CODE
714
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NUMBER
619-3600
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2
(a)
NAME OF PERSON
FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD: Vision Opportunity Master Fund, Ltd.
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(b)
SOCIAL SECURITY
NO. OR IRS IDENT. NO.
270120759
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(c)
RELATIONSHIP
TO ISSUER: Investor
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(d)
ADDRESS STREET
CITY STATE ZIP CODE
P.O. Box 1234, 113 S Church
Street Grand Cayman, KY-1108
Queensgate
House Cayman
Islands
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2
(a)
NAME OF PERSON
FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD: Vision Capital Advantage Fund, LP
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(b)
SOCIAL SECURITY
NO. OR IRS IDENT. NO.
263243720
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(c)
RELATIONSHIP
TO ISSUER: Investor
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(d)
ADDRESS STREET
CITY STATE ZIP CODE
437 Madison Avenue,
28
th
Floor New York NY 10022
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INSTRUCTION: The person filing this notice
should contact the issuer to obtain the IRS Identification Number and the SEC File Number.
3(a)
Title of the
Class of Securities
To Be Sold
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(b)
Name
and Address of Each Broker Through Whom the
Securities are to be Offered or Each Market Maker who is
Acquiring the Securities
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SEC
USE ONLY
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(c)
Number
of Shares
or Other Units to
Be Sold
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(d)
Aggregate
Market Value
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(e)
Number
of Shares
or Other Units
Outstanding
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(f)
Approximate
Date
of Sale
(MO.
DAY YR.)
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(g)
Name
of Each
Securities Exchange
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Broker-Dealer
File
Number
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Common
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JonesTrading
Institutional Services LLC
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221,000
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$20,000
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22,100,777
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April
2014
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OTC:BB
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INSTRUCTIONS:
1.
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(a)
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Name of issuer
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3.
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(a)
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Title of the class of securities to be sold
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(b)
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Issuer’s I.R.S. Identification Number
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(b)
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Name and address of each broker through whom the securities are intended to be sold
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(c)
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Issuer’s S.E.C. file number, if any
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(c)
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Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
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(d)
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Issuer’s address, including zip code
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(d)
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Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
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(e)
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Issuer’s telephone number, including area code
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(e)
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Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer
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2.
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(a)
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Name of person for whose account the securities are to be sold
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(f)
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Approximate date on which the securities are to be sold
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(b)
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Such person’s Social Security or I.R.S. identification number
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(g)
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Name of each securities exchange, if any, on which the securities are intended to be sold
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(c)
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Such person’s relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing)
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(d)
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Such person’s address, including zip code
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TABLE
I – SECURITIES TO BE SOLD
Furnish
the following information with respect to the acquisition of the securities to be sold
and with
respect to the payment of all or any part of the purchase price or other consideration therefore:
Title
of
The
Class
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Date
You
Acquired
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Nature
of Acquisition Transaction
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Name
of Person from Whom Acquired
(If
gift, also give date donor acquired)
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Amount
of
Securities
Acquired
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Date
of
Payment
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Nature
of Payment
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Common
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6-30-2011
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Preferred Stock Conversion
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T3
Motion, Inc.
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2,340,177
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12-30-09
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Cash
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INSTRUCTIONS:
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If the securities were purchased and full payment therefore was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.
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TABLE
II – SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish
the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the
securities are to be sold.
Name
and Address of Seller
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Title
of Securities Sold
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Date
of Sale
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Amount
of
Securities
Sold
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Gross
Proceeds
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REMARKS:
INSTRUCTIONS:
See the definition of “person” in paragraph (a)
of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to
all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are
required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
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ATTENTION:
The person for whose account the securities to which this
notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in
regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed.
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04-16-2014
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/s/ Adam Benowitz
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DATE OF NOTICE
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(SIGNATURE)
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The notice shall be signed by the person for whose account the securities are to be sold. At least once copy of the notice shall be manually signed.
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Any copies not manually signed shall bear typed or printed signatures.
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ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)
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