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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 | ||||||||
Series E Preferred Stock | $ 2 | 06/30/2010 | J(1) | 780 | 05/12/2009 | (4) | Common Stock | 390,000 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
AIA Partners, LLC 26 HUNTING HILL DRIVE DIX HILLS, NY 11746 |
X | |||
Shapiro Steven 26 HUNTING HILL DRIVE DIX HILLS, NY 11746 |
X |
AIA Partners, LLC by /s/ Steven Shapiro, Manager | 07/01/2010 | |
**Signature of Reporting Person | Date | |
/s/ Steven Shapiro | 07/01/2010 | |
**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) | The Reporting Person and the Issuer agreed to exchange the Reporting Person's shares of Series E Preferred Stock for shares of Common Stock of the Issuer at an effective price of $1.65 per share. |
(2) | The shares of Common Stock were transferred by AIA Acquisition Corp. to AIA Partners, LLC. The shareholders of AIA Acquisition Corp. are identical to the members of AIA Partners, LLC. |
(3) | The Reporting Person made a distribution of its 522,327 shares of Common Stock to its members on a pro-rata basis. |
(4) | The Reporting Person had the right to convert the Series E Preferred Stock into Common Stock until the Series E Preferred Stock was redeemed by the Issuer. |
Remarks: This report is field jointly by AIA Partners, LLC and Steven Shapiro. The reported securities are owned directly by AIA Partners, LLC. Mr. Shapiro is a member and the sole manager of AIA Partners, LLC. Mr. Shapiro disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |