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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 | ||||||||
| Warrants to purchase Common Stock | $ 0.04 (2) | 01/22/2015 | A | 2,000,000 | 01/22/2015 | 01/22/2018 | Restricted Common Stock Unit | 2,000,000 | $ 0.04 | 2,000,000 | D | ||||
| Restricted Common Stock Unit | $ 0.19 (3) | 09/24/2015 | A | 81,000 | 09/30/2016 | 09/30/2016 | Restricted Common Stock Unit | 81,000 | $ 0 | 81,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| HACKETT TODD RAYMOND 1923 WILDWOOD LANE MUSCATINE, IA 52761 |
X | X | CEO | |
| /s/ Todd Hackett | 05/11/2016 | |
| **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) | Rule 144 Restricted Common Stock was purchased by Todd Hackett, the CEO of PCS Edventures from Britt Ide, a former PCS Edventures Director at a price per share of $0.06. |
| (2) | As part of the Promissory Note first dated January 16, 2015, the Company has issued warrants ("Original Warrants") to acquire up to 2,000,000 shares of Company's common stock for $0.04 per share exercisable at any time within 36 months after the date of issuance of the Original Warrants. |
| (3) | Grant of Restricted Stock Units. The Board of Directors of the Company also granted the Participant 81,000 Restricted Stock Units on September 24, 2015 (the "Grant Date"), in accordance with the provisions of Article 6 of the Company's Plan, at the close of market price, representing compensation for board services for the period of October 1, 2015, through September 30, 2016. Each Restricted Stock Unit represents the right to receive one share of the Company's common stock in the future, subject to the restrictions and other conditions set forth in the Restricted Stock Unit Award Agreement (the "Agreement") and in the Plan. |
| Remarks: The Restricted Stock Units do not vest and are forfeitable until the "Vesting and Settlement" conditions of the Agreement have been satisfied. The Restricted Stock Units are revalued at date of vesting and are issued when administratively practicable. | |