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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 | ||||||||
Options to purchase common stock | $ 1.6 | (1) | 10/13/2010 | Common Stock | 250,000 | 250,000 | D | ||||||||
Options to purchase common stock | $ 0.7 | 07/13/2006 | A | 2,380,250 | 07/13/2007(2) | 07/13/2016 | Common Stock | 2,380,250 | (3) | 2,380,250 | D | ||||
Warrants to purchase common stock | $ 0.83 (5) | 07/07/2006 | P | 41,666 | 07/07/2006 | 07/07/2011 | Common Stock | 41,666 | (4) | 41,666 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Kreloff Shawn C/O SONA MOBILE HOLDINGS CORP. 825 THIRD AVENUE, 32ND FLOOR NEW YORK, NY 10022 |
X | CHAIRMAN, PRESIDENT & CEO |
Shawn Kreloff | 07/24/2006 | |
**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 stock option is exercisable as follows: (a) 83,333 shares are currently exercisable; (b) an additional 83,333 shares will be exercisable on or after 09/30/06; and (c) an additional 83,334 shares will be exercisable on or after 09/30/2007. |
(2) | These options were granted to the reporting person on July 13, 2006 and are exercisable as follows: (i) on or after July 13, 2007 to purchase 793,417 shares of common stock; (ii) on or after July 13, 2008 to purchase an additional 793,417 shares of common stock; and (iii) on or after July 13, 2009 to purchase an additional 793,416 shares of common stock. |
(3) | Not applicable. |
(4) | Acquired by the reporting person in connection with his purchase of 83,333 shares of common stock from the Issuer on July 7, 2006. |
(5) | Subject to adjustment in the event the issuer does not meet certain revenue goals. |