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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 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 | ||||||||
Warrant | $ 11.5 | 12/26/2018 | A | 3,985,244 (5) | 01/25/2019 | 08/23/2021 | Common Stock | 3,985,244 | $ 0.50 (5) | 3,985,244 | I (2) | See footnote (2) | |||
Warrant | $ 11.5 | 12/26/2018 | J | 295,113 (6) | 01/25/2019 | 08/23/2021 | Common Stock | 295,113 | $ 0 (6) | 3,690,131 | I (2) | See footnote (2) | |||
Warrant | $ 11.5 | 12/26/2018 | A | 664,742 (7) | 01/25/2019 | 08/23/2021 | Common Stock | 664,742 | $ 0 (7) | 4,354,873 | I (2) | See footnote (2) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Tsirigakis Prokopios Akis C/O PHUNWARE, INC. 7800 SHOAL CREEK BLVD, SUITE 230-S AUSTIN, TX 78757 |
X | X | ||
Astra Maritime Corp 90 KIFISSIAS AVENUE, MAROUSSI ATHENS, F4 15125 |
Former Principal Stockholder | |||
Dominium Investments Inc 90 KIFISSIAS AVENUE, MAROUSSI ATHENS, F4 15125 |
Former Principal Stockholder |
/s/ Prokopios (Akis) Tsirigakis | 12/28/2018 | |
**Signature of Reporting Person | Date | |
/s/ Prokopios (Akis) Tsirigakis, Authorized Person, Astra Maritime Corp. | 12/28/2018 | |
**Signature of Reporting Person | Date | |
/s/ Prokopios (Akis) Tsirigakis, Authorized Person, Dominium Investments Inc. | 12/28/2018 | |
**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) | To facilitate the business combination (the "Business Combination") between Stellar Acquisition III Inc. (the "Issuer") and Phunware Inc. ("Phunware") consummated on December 26, 2018, Astra Maritime Corp. and Dominium Investments Inc. (the "Sponsors") agreed to assign an aggregate of 126,368 shares of common stock issued to them in 2016 (the "Sponsor Shares") to certain investor. |
(2) | Prokopios (Akis) Tsirigakis is the sole officer and director of each of the Sponsors and accordingly is deemed the beneficial owner of the shares held by the Sponsors and has sole voting and dispositive control over such securities. |
(3) | In connection with the Business Combination, the Sponsors agreed to assign an aggregate of 91,689 Sponsor Shares to certain service providers. |
(4) | In connection with the Business Combination, the Sponsors agreed to forfeit an aggregate of 317,371 Sponsor Shares at no cost. |
(5) | The Sponsors acquired these warrants for a purchase price of $0.50 per warrant in connection with the Issuer's initial public offering. The warrants become eligible for exercise 30 days following the consummation of the Business Combination. Because the exercise of the warrants was contingent upon the closing of the Issuer's initial business combination, these warrants were not reported at the time of acquisition. The acquisition is being reported now in connection with the consummation of the Business Combination on December 26, 2018. |
(6) | To facilitate the Business Combination, the Sponsors agreed to assign 250,000 of the warrants it previously held to certain investor and 45,113 of such warrants to certain service provider. |
(7) | In connection with conversion of promissory notes previously issued to the Sponsors, the Sponsors were issued an aggregate of 664,724 warrants. |