4: Statement of changes in beneficial ownership of securities
Published on October 13, 2020
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Marathon Patent Group, Inc. [ MARA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 05/04/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|
1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 06/30/2020 | C | 356,463(3) | A | $0.91 | 410,338 | D(4) | |||
Common Stock | 09/30/2020 | C | 357,486(5) | A | $1.96 | 767,824 | D(4) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (right to buy) | $0.58 | 05/04/2020 | D | 5,000,000 | (1) | 10/12/2028 | Common | 5,000,000 | $0 | 0 | D | ||||
RSUs | $0 | 05/04/2020 | A | 1,819,767 | (2) | 05/04/2021 | Common | 1,819,767 | $0 | 1,819,767 | D | ||||
RSUs | $0 | 06/30/2020 | D | 454,942 | (2) | 05/04/2021 | Common | 454,942 | $0.91 | 1,364,825 | D | ||||
RSUs | $0 | 09/30/2020 | D | 454,942 | (2) | 05/04/2021 | Common | 454,942 | $1.96 | 909,883 | D |
Explanation of Responses: |
1. Vesting fifty (50%) percent on the date of grant and twenty-five (25%) percent on each six (6) months anniversary of the date of grant provided awardee is still eligible under the Company's 2018 Equity Incentive Plan subject to acceleration following a change of control. Amount of shares listed is pre-the April 8, 2019 1:4 reverse stock split and equates to 1,250,000 shares post split. These were exchanged on 5/4/20 for an equivalent number of RSUs. |
2. Vesting quarterly in equal amounts of 454,941 per quarter starting June 30, 2020. |
3. 454,942 shares which vested net of 98,479 shares forfeited for tax purposes. |
4. Includes 53,875 shares owned by First State Capital, Inc., of which Mr. Okamoto is the beneficial owner. |
5. 454,942 shares which vested net of 97,456 shares sold for tax purposes. |
/s/ Merrick Okamoto | 10/13/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |