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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Subscription Rights | $ 1.2 | 12/04/2018 | X | 70,403 | (3) | (3) | Common Stock | 70,403 | $ 0 | 0 | D | ||||
Subscription Rights | $ 1.2 | 12/04/2018 | X | 977,325.5 | (3) | (3) | Common Stock | 977,325.5 | $ 0 | 0 | I | See footnote (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BAGLEY E BRYAN 1470 ARLINGTON DR SALT LAKE CITY, UT 84103 |
X |
/s/ BRYAN E. BAGLEY | 12/06/2018 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Consists of 7,262 shares of common stock acquired by Mr. Bagley's children, 606,905 shares of common stock that Mr. Bagley is deemed to have acquired because they are acquired by revocable trusts for which he acts as a co-trustee with his wife, and 363,158.50 shares that Mr. Bagley is deemed to have indirectly acquired because he has a pecuniary interest in that number of shares that were acquired by an irrevocable trust for which Mr. Bagley acts a co-trustee. |
(2) | Mr. Bagley's indirect ownership consists of 11,262 shares of common stock owned by Mr. Bagley's children, 1,006,991 shares of common stock that Mr. Bagley is deemed to indirectly own because they are in revocable trusts for which he acts as a co-trustee with his wife, and 563,158.50 shares that Mr. Bagley is deemed to indirectly own because he has a pecuniary interest in that number of shares that are held in a irrevocable trust for which Mr. Bagley acts a co-trustee. |
(3) | The subscription rights were exercisable through November 28, 2018 subject to acceptance by the issuer. The issuer accepted all validly tendered subscription rights on December 4, 2018 |
(4) | Consists of 7,262 subscription rights exercised by Mr. Bagley's children, 606,905 subscription rights that Mr. Bagley is deemed to have exercised because they were exercised by revocable trusts for which he acts as a co-trustee with his wife, and 363,158.50 subscription rights that Mr. Bagley is deemed to have indirectly exercised because he has a pecuniary interest in that number of subscription rights that were exercised by an irrevocable trust for which Mr. Bagley acts a co-trustee. |