Last 12 months
Inside the activity.
0 purchase rows · 3 sale rows
Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.Monthly counts
| Month | Purchases | Sales |
|---|---|---|
| Nov 2025 | 0 | 0 |
| Dec 2025 | 0 | 3 |
| Jan 2026 | 0 | 0 |
| Feb 2026 | 0 | 0 |
| Mar 2026 | 0 | 0 |
| Apr 2026 | 0 | 0 |
| May 2026 | 0 | 0 |
| Jun 2026 | 0 | 0 |
| Jul 2026 | 0 | 0 |
| Aug 2026 | 0 | 0 |
| Sep 2026 | 0 | 0 |
| Oct 2026 | 0 | 0 |
Latest available
Insider transactions
Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Owner / reported role | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| May 27, 2020 Filed May 28, 2020 20:47 UTC |
Stephen Scott G.Director
|
GrantStock Options · Derivative | 20,000 | $0.00 Strike: $1.57 | $0.00 |
DisclosureSEC source: 0001654954-20-006047 · section16.xml · derivative · entry 1 Stephen Scott G. · CIK 0001773957 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2030-05-27 Read SEC document |
| May 27, 2020 Filed May 28, 2020 20:43 UTC |
Sellers Bakari T.Director
|
GrantStock Option · Derivative | 20,000 | $0.00 Strike: $1.57 | $0.00 |
DisclosureSEC source: 0001654954-20-006043 · section16.xml · derivative · entry 1 Sellers Bakari T. · CIK 0001721556 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2030-05-27 Read SEC document |
| May 27, 2020 Filed May 28, 2020 20:45 UTC |
Ghiloni Peter J.Director
|
GrantStock Options · Derivative | 20,000 | $0.00 Strike: $1.57 | $0.00 |
DisclosureSEC source: 0001654954-20-006045 · section16.xml · derivative · entry 1 Ghiloni Peter J. · CIK 0001773696 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2030-05-27 Read SEC document |
| May 27, 2020 Filed May 28, 2020 20:40 UTC |
Raines William F IIIDirector
|
GrantStock Option · Derivative | 20,000 | $0.00 Strike: $1.57 | $0.00 |
DisclosureSEC source: 0001654954-20-006041 · section16.xml · derivative · entry 1 Raines William F III · CIK 0001773698 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2030-05-27 Read SEC document |
| April 23, 2020 Filed Apr 24, 2020 16:30 UTC |
SIEGEL SEYMOURDirector
|
OtherCommon Stock | 6,562,500 | $0.00 | $0.00 |
DisclosureSEC source: 0001654954-20-004415 · section16.xml · nonDerivative · entry 1 SIEGEL SEYMOUR · CIK 0001253065 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · See footnote Disclosed balance after: 2,531 F1 · ownership.nature: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person previously served as chairman of the Audit Committee of the Issuer's board of directors. The Reporting Person did not stand for re-election at the Issuer's 2020 annual meeting of shareholders held on April 23, 2020 and, accordingly, no longer serves on the Issuer's board of directors. On April 23, 2020 Mr. William F. Raines, III was elected chairman of the Audit Committee of the Issuer's board of directors and has succeeded to the position of proxy holder under the Voting Proxy Agreements. Read SEC document |
| April 23, 2020 Filed Apr 24, 2020 20:30 UTC |
Raines William F IIIDirector
|
OtherCommon Stock | 6,562,500 | $0.00 | $0.00 |
DisclosureSEC source: 0001654954-20-004413 · section16.xml · nonDerivative · entry 1 Raines William F III · CIK 0001773698 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 6,676,424 F1 · ownership.nature: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members entered into similar Voting Proxy Agreements with the Issuer. On April 23, 2020 the Reporting Person was elected chairman of the Audit Committee of the Issuer's board of directors and currently serves as the proxy holder under the Voting Proxy Agreements. The Reporting Person disclaims beneficial ownership of such securities. F2 · ownership.nature: The number of shares of common stock beneficially owned by Mr. Raines includes (i) 21,342 shares held by him directly; (ii) 92,582 shares held of record by Board Investor Group II, LLC; and (iii) 6,562,500 Second Tranche Shares for which unrestricted voting rights have not yet vested. Mr. Raines, in his position as Chief Executive Officer of Board Investor Group II, LLC, has voting and dispositive control over securities held by Board Investor Group II, LLC. Mr. Raines disclaims beneficial ownership of securities held by Board Investors Group II, LLC except to the extent of his pecuniary interest therein, and disclaims beneficial ownership of the 6,562,500 Second Tranche Shares which are subject to the Voting Proxy Agreements. See footnote 1. Read SEC document |
| March 09, 2020 Filed Mar 10, 2020 13:19 UTC |
Ghiloni Peter J.Director
|
PurchaseCommon stock | 25,000 | $0.75 | $18,720.00 |
DisclosureSEC source: 0001654954-20-002414 · section16.xml · nonDerivative · entry 1 Ghiloni Peter J. · CIK 0001773696 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 300,000 F1 · price: The price reported in column 4 is the weighted-average price. These shares were purchased in multiple transactions at prices ranging from $0.7396 to $0.7640, inclusive. For all transactions reported in this Form 4 utilizing a weighted-average price, the Reporting Person will provide to the Issuer, any security holder of the Issuer, or the SEC staff, upon request, information regarding the number of shares purchased at each price within the range. Read SEC document |
| February 27, 2020 Filed Feb 28, 2020 16:30 UTC |
Dunayer Caryn NicolePresident
|
OtherCommon stock | 256,390 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002077 · section16.xml · nonDerivative · entry 2 Dunayer Caryn Nicole · CIK 0001780672 · President 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 993,890 F3 · kind: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F2 · price: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 109,375 Second Tranche Shares, and the remaining 328,125 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F2 · ownership.nature: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 109,375 Second Tranche Shares, and the remaining 328,125 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F4 · ownership.nature: Includes securities held of record by BCEZ Investments, LLC, an entity over which the Reporting Person has voting and dispositive control. The Reporting Person disclaims beneficial ownership of securities held of record by BCEZ Investments, LLC except to the extent of her pecuniary interest therein. Read SEC document |
| February 27, 2020 Filed Feb 28, 2020 16:30 UTC |
Sumichrast Martin A.Director · CO-CEO
|
OtherCommon Stock | 461,501 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002075 · section16.xml · nonDerivative · entry 2 Sumichrast Martin A. · CIK 0001427722 · Director · CO-CEO 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,644,601 F3 · kind: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F2 · price: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 196,875 Second Tranche Shares, and the remaining 590,625 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F2 · ownership.nature: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 196,875 Second Tranche Shares, and the remaining 590,625 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F4 · ownership.nature: Includes securities held of record by SFTI, LLC, an entity over which the Reporting Person has voting and dispositive control, and a family trust. The Reporting Person disclaims beneficial ownership of securities held of record by SFTI, LLC and the family trust except to the extent of his pecuniary interest therein. Read SEC document |
| February 27, 2020 Filed Feb 28, 2020 21:30 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
OtherCommon Stock | 3,366,395 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002076 · section16.xml · nonDerivative · entry 3 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 12,919,770 F3 · kind: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F2 · price: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 1,436,094 Second Tranche Shares, and the remaining 4,308,281 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F2 · ownership.nature: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 1,436,094 Second Tranche Shares, and the remaining 4,308,281 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F4 · ownership.nature: Includes securities held of record by Edge of Business, LLC and Coffman Family Office, LLC, entities over which the Reporting Person has voting and dispositive control. The Reporting Person disclaims beneficial ownership of securities held of record by Edge of Business, LLC and Coffman Family Office, LLC except to the extent of his pecuniary interest therein. Read SEC document |
| February 26, 2020 Filed Feb 28, 2020 16:30 UTC |
Dunayer Caryn NicolePresident
|
OtherEarnout rights · Derivative | 506,110 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002077 · section16.xml · derivative · entry 3 Dunayer Caryn Nicole · CIK 0001780672 · President 10b5-1 filing: Not disclosed Ownership: Indirect · See footnote Disclosed balance after: 506,110 Underlying: Common stock · 506,110 shares Expires not disclosed F3 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F5 · derivative.exercise_price: Represents the pro rata number of Remaining Earnout Rights distributed to the Reporting Person pursuant to the terms of the CBDH Distribution Agreement. F3 · kind: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · price: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F4 · ownership.nature: Includes securities held of record by BCEZ Investments, LLC, an entity over which the Reporting Person has voting and dispositive control. The Reporting Person disclaims beneficial ownership of securities held of record by BCEZ Investments, LLC except to the extent of her pecuniary interest therein. Read SEC document |
| February 26, 2020 Filed Feb 28, 2020 16:30 UTC |
Dunayer Caryn NicolePresident
|
OtherCommon stock | 437,500 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002077 · section16.xml · nonDerivative · entry 1 Dunayer Caryn Nicole · CIK 0001780672 · President 10b5-1 filing: Not disclosed Ownership: Indirect · See footnotes Disclosed balance after: 737,500 F1 · kind: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the pro rata number of Second Tranche Shares distributed to the Reporting Person by CBDH. F1 · price: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the pro rata number of Second Tranche Shares distributed to the Reporting Person by CBDH. F2 · ownership.nature: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 109,375 Second Tranche Shares, and the remaining 328,125 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F4 · ownership.nature: Includes securities held of record by BCEZ Investments, LLC, an entity over which the Reporting Person has voting and dispositive control. The Reporting Person disclaims beneficial ownership of securities held of record by BCEZ Investments, LLC except to the extent of her pecuniary interest therein. Read SEC document |
| February 26, 2020 Filed Feb 28, 2020 16:30 UTC |
Sumichrast Martin A.Director · CO-CEO
|
OtherEarnout Rights · Derivative | 910,999 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002075 · section16.xml · derivative · entry 3 Sumichrast Martin A. · CIK 0001427722 · Director · CO-CEO 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 910,999 Underlying: Common Stock · 910,999 shares Expires not disclosed F3 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F5 · derivative.exercise_price: Represents the pro rata number of Remaining Earnout Rights distributed to the Reporting Person pursuant to the terms of the CBDH Distribution Agreement. F3 · kind: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · price: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F4 · ownership.nature: Includes securities held of record by SFTI, LLC, an entity over which the Reporting Person has voting and dispositive control, and a family trust. The Reporting Person disclaims beneficial ownership of securities held of record by SFTI, LLC and the family trust except to the extent of his pecuniary interest therein. Read SEC document |
| February 26, 2020 Filed Feb 28, 2020 16:30 UTC |
Sumichrast Martin A.Director · CO-CEO
|
OtherCommon Stock | 787,500 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002075 · section16.xml · nonDerivative · entry 1 Sumichrast Martin A. · CIK 0001427722 · Director · CO-CEO 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 1,183,100 F1 · kind: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the pro rata number of Second Tranche Shares distributed to the Reporting Person by CBDH. F1 · price: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the pro rata number of Second Tranche Shares distributed to the Reporting Person by CBDH. F2 · ownership.nature: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 196,875 Second Tranche Shares, and the remaining 590,625 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F4 · ownership.nature: Includes securities held of record by SFTI, LLC, an entity over which the Reporting Person has voting and dispositive control, and a family trust. The Reporting Person disclaims beneficial ownership of securities held of record by SFTI, LLC and the family trust except to the extent of his pecuniary interest therein. Read SEC document |
| February 26, 2020 Filed Feb 28, 2020 21:30 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
OtherEarnout Rights · Derivative | 6,645,230 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002076 · section16.xml · derivative · entry 4 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 6,645,230 Underlying: Common Stock · 6,645,230 shares Expires not disclosed F3 · derivative.exercise_price: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F5 · derivative.exercise_price: Represents the pro rata number of Remaining Earnout Rights distributed to the Reporting Person pursuant to the terms of the CBDH Distribution Agreement. F3 · kind: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · price: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · derivative.exercise_date: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F3 · derivative.expiration_date: Pursuant to the terms of the Merger Agreement, CBDH was also entitled to receive (the "Earnout Rights") up to 15,250,000 additional shares of the Issuer's common stock (the "Earnout Shares") as part of the merger consideration upon the satisfaction of certain aggregate net revenue criteria within 60 months following the Closing Date, as measured at four intervals from the Closing Date of 12 calendar months (the "First Marking Period"), 24 calendar months (the "Second Marking Period"), 42 calendar months (the "Third Marking Period"), and 59 calendar months (the "Fourth Marking Period"). Pursuant to the terms of the CBDH Distribution Agreement, CBDH distributed the Earnout Rights to its members on a pro rata basis. On February 27, 2020 in accordance with the terms of the Merger Agreement the Issuer determined that the net revenue criteria for the First Marking Period had been achieved and an aggregate of 5,127,792 Earnout Shares were to be issued (the "First Marking Period Earnout Shares"). After giving effect to the First Marking Period Earnout Shares, Earnout Rights to an aggregate of 10,122,208 Earnout Shares (the "Remaining Earnout Rights") remain under the terms of the Merger Agreement. Represents the pro rata number of the First Marking Period Earnout Shares issued to the Reporting Person. F4 · ownership.nature: Includes securities held of record by Edge of Business, LLC and Coffman Family Office, LLC, entities over which the Reporting Person has voting and dispositive control. The Reporting Person disclaims beneficial ownership of securities held of record by Edge of Business, LLC and Coffman Family Office, LLC except to the extent of his pecuniary interest therein. Read SEC document |
| February 26, 2020 Filed Feb 28, 2020 21:30 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
OtherCommon Stock | 5,744,375 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002076 · section16.xml · nonDerivative · entry 2 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnotes Disclosed balance after: 9,553,375 F1 · kind: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. The Reporting Person held dispositive control over securities held of record by CBDH. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the distribution of the Second Tranche Shares under the CBDH Distribution Agreement and the acquisition of a pro rata number of Second Tranche Shares distributed to the Reporting Person, a member of CBDH, by CBDH. F1 · price: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. The Reporting Person held dispositive control over securities held of record by CBDH. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the distribution of the Second Tranche Shares under the CBDH Distribution Agreement and the acquisition of a pro rata number of Second Tranche Shares distributed to the Reporting Person, a member of CBDH, by CBDH. F2 · ownership.nature: Under the terms of the Merger Agreement the Second Tranche Shares were subject to a Voting Proxy Agreement pending the vesting of unrestricted voting rights, of which unrestricted voting rights to an aggregate of 2,187,500 shares vested on December 20, 2019. Pursuant to the Voting Proxy Agreement, the voting rights to the shares of the Issuer's common stock for which unrestricted voting rights have not yet vested are held by the independent chairman of the Audit Committee of the Issuer's board of directors who will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of its board of directors. On February 26, 2020, in connection with the CBDH Distribution Agreement, the CBDH members including the Reporting Person entered into similar Voting Proxy Agreements with the Issuer. The Reporting Person holds unrestricted voting rights to 1,436,094 Second Tranche Shares, and the remaining 4,308,281 Second Tranche Shares distributed to the Reporting Person are subject to the Voting Proxy Agreement, with unrestricted voting rights thereto vesting in equal thirds on December 20, 2020, June 20, 2022 and December 20, 2023. F4 · ownership.nature: Includes securities held of record by Edge of Business, LLC and Coffman Family Office, LLC, entities over which the Reporting Person has voting and dispositive control. The Reporting Person disclaims beneficial ownership of securities held of record by Edge of Business, LLC and Coffman Family Office, LLC except to the extent of his pecuniary interest therein. Read SEC document |
| February 26, 2020 Filed Feb 28, 2020 21:30 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
OtherCommon Stock | 8,750,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0001654954-20-002076 · section16.xml · nonDerivative · entry 1 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 3,809,000 F1 · kind: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. The Reporting Person held dispositive control over securities held of record by CBDH. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the distribution of the Second Tranche Shares under the CBDH Distribution Agreement and the acquisition of a pro rata number of Second Tranche Shares distributed to the Reporting Person, a member of CBDH, by CBDH. F1 · price: Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement") dated December 3, 2018 by and between the Issuer, its wholly owned subsidiaries, and Cure Based Development, LLC which closed on December 20, 2018 (the "Closing Date"), an aggregate of 8,750,000 shares of the Issuer's common stock (the "Second Tranche Shares") were issued to CBD Holding, LLC ("CBDH") in April 2019 as partial consideration under the terms of the Merger Agreement. The Reporting Person held dispositive control over securities held of record by CBDH. On February 26, 2020 in connection with its dissolution and liquidation and pursuant to the terms of a Distribution Agreement (the "CBDH Distribution Agreement"), CBDH distributed the Second Tranche Shares to its members on a pro rata basis. Represents the distribution of the Second Tranche Shares under the CBDH Distribution Agreement and the acquisition of a pro rata number of Second Tranche Shares distributed to the Reporting Person, a member of CBDH, by CBDH. F4 · ownership.nature: Includes securities held of record by Edge of Business, LLC and Coffman Family Office, LLC, entities over which the Reporting Person has voting and dispositive control. The Reporting Person disclaims beneficial ownership of securities held of record by Edge of Business, LLC and Coffman Family Office, LLC except to the extent of his pecuniary interest therein. Read SEC document |
| January 27, 2020 Filed Feb 25, 2020 16:30 UTC |
Elliott Mark SCFO & COO
|
PurchaseCommon stock | 5,000 | $1.06 | $5,300.00 |
DisclosureSEC source: 0001654954-20-001917 · section16.xml · nonDerivative · entry 1 Elliott Mark S · CIK 0001309100 · CFO & COO 10b5-1 filing: Not disclosed Ownership: Indirect · See footnote Disclosed balance after: 51,680 F1 · ownership.direct: The number of shares acquired by Mr. Elliott as reported in this Form 4 were purchased by him individually. The number of shares of common stock beneficially owned by Mr. Elliott after giving effect to this acquisition includes (i) 50,000 shares held by him directly, and (ii) 1,680 shares held by his spouse. F1 · ownership.nature: The number of shares acquired by Mr. Elliott as reported in this Form 4 were purchased by him individually. The number of shares of common stock beneficially owned by Mr. Elliott after giving effect to this acquisition includes (i) 50,000 shares held by him directly, and (ii) 1,680 shares held by his spouse. Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 07:06 UTC |
Sumichrast Martin A.Director · CO-CEO
|
PurchaseCommon Stock | 125,000 | $1.00 | $125,000.00 |
DisclosureSEC source: 0001654954-20-000513 · section16.xml · nonDerivative · entry 1 Sumichrast Martin A. · CIK 0001427722 · Director · CO-CEO 10b5-1 filing: Not disclosed Ownership: Indirect · See footnote Disclosed balance after: 395,600 F1 · ownership.nature: The number of shares of common stock beneficially owned by Mr. Sumichrast represents shares held of record by SFT1 LLC. Mr. Sumichrast has voting and dispositive control over securities held by SFT1 LLC. Mr. Sumichrast disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 07:00 UTC |
Elliott Mark SCFO & COO
|
PurchaseCommon Stock | 15,000 | $1.00 | $15,000.00 |
DisclosureSEC source: 0001654954-20-000506 · section16.xml · nonDerivative · entry 1 Elliott Mark S · CIK 0001309100 · CFO & COO 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 46,680 F1 · ownership.nature: The number of shares acquired by Mr. Elliott as reported in this Form 4 were purchased by him individually. The number of shares of common stock beneficially owned by Mr. Elliott after giving effect to this acquisition includes (i) 45,000 shares held by him directly, and (ii) 1,680 shares held by his spouse. Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 07:02 UTC |
Morris Gregory CDirector
|
PurchaseCommon Stock | 15,000 | $1.00 | $15,000.00 |
DisclosureSEC source: 0001654954-20-000508 · section16.xml · nonDerivative · entry 1 Morris Gregory C · CIK 0001507821 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 17,531 Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 12:04 UTC |
Raines William F IIIDirector
|
PurchaseCommon Stock | 20,000 | $1.00 | $20,000.00 |
DisclosureSEC source: 0001654954-20-000510 · section16.xml · nonDerivative · entry 1 Raines William F III · CIK 0001773698 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 113,924 F1 · ownership.direct: The number of shares acquired by Mr. Raines as reported in this Form 4 were purchased by him individually. The number of shares of common stock beneficially owned by Mr. Raines after giving effect to this acquisition includes (i) 21,342 shares held by him directly, and (ii) 92,582 shares held of record by Board Investor Group II, LLC. Mr. Raines, in his position as Chief Executive Officer of Board Investor Group II, LLC, has voting and dispositive control over securities held by Board Investor Group II, LLC. Mr. Raines disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. F1 · ownership.nature: The number of shares acquired by Mr. Raines as reported in this Form 4 were purchased by him individually. The number of shares of common stock beneficially owned by Mr. Raines after giving effect to this acquisition includes (i) 21,342 shares held by him directly, and (ii) 92,582 shares held of record by Board Investor Group II, LLC. Mr. Raines, in his position as Chief Executive Officer of Board Investor Group II, LLC, has voting and dispositive control over securities held by Board Investor Group II, LLC. Mr. Raines disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 12:07 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
PurchaseCommon Stock | 125,000 | $1.00 | $125,000.00 |
DisclosureSEC source: 0001654954-20-000514 · section16.xml · nonDerivative · entry 1 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 12,559,000 F1 · ownership.direct: The number of shares acquired by Mr. Coffman as reported in this Form 4 were purchased by him individually. The number of shares of common stock beneficially owned by Mr. Coffman after giving effect to this acquisition includes (i) 125,000 shares held by him directly, (ii) 3,684,000 shares held by Edge of Business, LLC ("Edge"), and (iii) 8,750,000 shares held by CBD Holding, LLC ("CBDH"), of which unrestricted voting rights to 2,187,500 shares vested on December 20, 2019. The unrestricted voting rights to the remaining 6,562,500 shares of common stock held by CBDH vest as follows: (i) 2,187,500 shares will vest on December 20, 2020; (ii) an additional 2,187,500 shares will vest on June 30, 2022; and (iii) the remaining 2,187,500 shares will vest on December 20, 2023. The independent chairman of the Audit Committee of the Issuer's Board of Directors holds voting rights over the remaining 6,562,500 shares for which unrestricted voting rights have yet to vest under the terms of a Voting Proxy Agreement dated December 20, 2018 (the "Proxy Agreement"), and will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of the Issuer's Board of Directors. Mr. R. Scott Coffman holds voting and dispositive control over securities held of record by Edge. Mr. Coffman disclaims beneficial ownership of the securities held of record by Edge except to the extent of his pecuniary interest therein. Mr. Coffman holds voting and dispositive control over securities held of record by CBDH except to the extent limited by the Proxy Agreement. Mr. Coffman disclaims beneficial ownership of the securities held of record by CBDH except to the extent of his pecuniary interest therein. F1 · ownership.nature: The number of shares acquired by Mr. Coffman as reported in this Form 4 were purchased by him individually. The number of shares of common stock beneficially owned by Mr. Coffman after giving effect to this acquisition includes (i) 125,000 shares held by him directly, (ii) 3,684,000 shares held by Edge of Business, LLC ("Edge"), and (iii) 8,750,000 shares held by CBD Holding, LLC ("CBDH"), of which unrestricted voting rights to 2,187,500 shares vested on December 20, 2019. The unrestricted voting rights to the remaining 6,562,500 shares of common stock held by CBDH vest as follows: (i) 2,187,500 shares will vest on December 20, 2020; (ii) an additional 2,187,500 shares will vest on June 30, 2022; and (iii) the remaining 2,187,500 shares will vest on December 20, 2023. The independent chairman of the Audit Committee of the Issuer's Board of Directors holds voting rights over the remaining 6,562,500 shares for which unrestricted voting rights have yet to vest under the terms of a Voting Proxy Agreement dated December 20, 2018 (the "Proxy Agreement"), and will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of the Issuer's Board of Directors. Mr. R. Scott Coffman holds voting and dispositive control over securities held of record by Edge. Mr. Coffman disclaims beneficial ownership of the securities held of record by Edge except to the extent of his pecuniary interest therein. Mr. Coffman holds voting and dispositive control over securities held of record by CBDH except to the extent limited by the Proxy Agreement. Mr. Coffman disclaims beneficial ownership of the securities held of record by CBDH except to the extent of his pecuniary interest therein. Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 12:05 UTC |
Ghiloni Peter J.Director
|
PurchaseCommon Stock | 125,000 | $1.00 | $125,000.00 |
DisclosureSEC source: 0001654954-20-000511 · section16.xml · nonDerivative · entry 1 Ghiloni Peter J. · CIK 0001773696 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 275,000 Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 12:03 UTC |
Stephen Scott G.Director
|
PurchaseCommon Stock | 20,000 | $1.00 | $20,000.00 |
DisclosureSEC source: 0001654954-20-000509 · section16.xml · nonDerivative · entry 1 Stephen Scott G. · CIK 0001773957 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 41,052 Read SEC document |
| January 14, 2020 Filed Jan 16, 2020 12:02 UTC |
Sellers Bakari T.Director
|
Purchasecommon stock | 10,000 | $1.00 | $10,000.00 |
DisclosureSEC source: 0001654954-20-000507 · section16.xml · nonDerivative · entry 1 Sellers Bakari T. · CIK 0001721556 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 12,531 Read SEC document |
| December 20, 2019 Filed Jan 16, 2020 07:06 UTC |
SIEGEL SEYMOURDirector
|
OtherCommon Stock | 2,187,500 | $0.00 | $0.00 |
DisclosureSEC source: 0001654954-20-000512 · section16.xml · nonDerivative · entry 1 SIEGEL SEYMOUR · CIK 0001253065 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 6,562,500 F1 · ownership.direct: Under the terms of the Agreement and Plan of Merger dated December 3, 2018 (the "Merger Agreement") and the related Voting Proxy dated December 20, 2018 (the "Voting Proxy"), Mr. Siegel, as the independent Chairman of the Audit Committee of the Issuer's Board of Directors, held voting rights over an aggregate of 8,750,000 shares of common stock held by CBD Holding, LLC ("CBDH") until the unrestricted voting rights to those shares vest pursuant to the terms of the Merger Agreement. On December 20, 2019 the unrestricted voting rights to 2,187,500 shares vested. The unrestricted voting rights to the remaining shares will vest as follows: (i) 2,187,500 shares will vest on December 20, 2020; (ii) an additional 2,187,500 shares will vest on June 20, 2022; and (iii) the remaining 2,187,500 shares will vest on December 20, 2023. Until the unrestricted voting rights vest with CBDH, Mr. Siegel holds voting rights over these shares and will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of the Issuer's Board of Directors. Mr. Siegel disclaims beneficial ownership of the securities held of record by CBDH. F1 · ownership.nature: Under the terms of the Agreement and Plan of Merger dated December 3, 2018 (the "Merger Agreement") and the related Voting Proxy dated December 20, 2018 (the "Voting Proxy"), Mr. Siegel, as the independent Chairman of the Audit Committee of the Issuer's Board of Directors, held voting rights over an aggregate of 8,750,000 shares of common stock held by CBD Holding, LLC ("CBDH") until the unrestricted voting rights to those shares vest pursuant to the terms of the Merger Agreement. On December 20, 2019 the unrestricted voting rights to 2,187,500 shares vested. The unrestricted voting rights to the remaining shares will vest as follows: (i) 2,187,500 shares will vest on December 20, 2020; (ii) an additional 2,187,500 shares will vest on June 20, 2022; and (iii) the remaining 2,187,500 shares will vest on December 20, 2023. Until the unrestricted voting rights vest with CBDH, Mr. Siegel holds voting rights over these shares and will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of the Issuer's Board of Directors. Mr. Siegel disclaims beneficial ownership of the securities held of record by CBDH. Read SEC document |
| December 11, 2019 Filed Dec 12, 2019 16:30 UTC |
Sumichrast Martin A.Director · CO-CEO
|
Grantstock option · Derivative | 46,666 | $0.00 Strike: $3.15 | $0.00 |
DisclosureSEC source: 0001654954-19-013869 · section16.xml · derivative · entry 3 Sumichrast Martin A. · CIK 0001427722 · Director · CO-CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 46,666 Underlying: common stock · 46,666 shares Expires 2024-12-11 Read SEC document |
| December 11, 2019 Filed Dec 12, 2019 16:30 UTC |
Sumichrast Martin A.Director · CO-CEO
|
Grantstock option · Derivative | 46,667 | $0.00 Strike: $3.15 | $0.00 |
DisclosureSEC source: 0001654954-19-013869 · section16.xml · derivative · entry 2 Sumichrast Martin A. · CIK 0001427722 · Director · CO-CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 46,667 Underlying: common stock · 46,667 shares Expires 2024-12-11 Read SEC document |
| December 11, 2019 Filed Dec 12, 2019 16:30 UTC |
Sumichrast Martin A.Director · CO-CEO
|
Grantstock option · Derivative | 46,667 | $0.00 Strike: $3.15 | $0.00 |
DisclosureSEC source: 0001654954-19-013869 · section16.xml · derivative · entry 1 Sumichrast Martin A. · CIK 0001427722 · Director · CO-CEO 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 46,667 Underlying: common stock · 46,667 shares Expires 2024-12-11 Read SEC document |
| December 11, 2019 Filed Dec 12, 2019 21:34 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
Grantstock option · Derivative | 46,666 | $0.00 Strike: $3.15 | $0.00 |
DisclosureSEC source: 0001654954-19-013873 · section16.xml · derivative · entry 3 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 46,666 Underlying: common stock · 46,666 shares Expires 2024-12-11 Read SEC document |
| December 11, 2019 Filed Dec 12, 2019 21:34 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
Grantstock option · Derivative | 46,667 | $0.00 Strike: $3.15 | $0.00 |
DisclosureSEC source: 0001654954-19-013873 · section16.xml · derivative · entry 2 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 46,667 Underlying: common stock · 46,667 shares Expires 2024-12-11 Read SEC document |
| December 11, 2019 Filed Dec 12, 2019 21:34 UTC |
Coffman Raymond ScottDirector · CO-CEO · 10% owner
|
Grantstock option · Derivative | 46,667 | $0.00 Strike: $3.15 | $0.00 |
DisclosureSEC source: 0001654954-19-013873 · section16.xml · derivative · entry 1 Coffman Raymond Scott · CIK 0001761772 · Director · CO-CEO · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 46,667 Underlying: common stock · 46,667 shares Expires 2024-12-11 Read SEC document |
| August 14, 2019 Filed Aug 14, 2019 21:09 UTC |
Raines William F IIIDirector
|
GrantStock option · Derivative | 20,000 | $0.00 Strike: $5.41 | $0.00 |
DisclosureSEC source: 0001654954-19-009616 · section16.xml · derivative · entry 1 Raines William F III · CIK 0001773698 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common stock · 20,000 shares Expires 2029-08-14 Read SEC document |
| May 09, 2019 Filed May 13, 2019 12:21 UTC |
Shriver Anthony KennedyDirector
|
GrantStock Option · Derivative | 20,000 | $0.00 Strike: $5.41 | $0.00 |
DisclosureSEC source: 0001654954-19-005738 · section16.xml · derivative · entry 1 Shriver Anthony Kennedy · CIK 0001720570 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2029-05-09 Read SEC document |
| May 09, 2019 Filed May 13, 2019 12:20 UTC |
SIEGEL SEYMOURDirector
|
GrantStock Option · Derivative | 20,000 | $0.00 Strike: $5.41 | $0.00 |
DisclosureSEC source: 0001654954-19-005735 · section16.xml · derivative · entry 1 SIEGEL SEYMOUR · CIK 0001253065 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2029-05-09 Read SEC document |
| May 09, 2019 Filed May 13, 2019 12:22 UTC |
Morris Gregory CDirector
|
GrantStock Option · Derivative | 20,000 | $0.00 Strike: $5.41 | $0.00 |
DisclosureSEC source: 0001654954-19-005741 · section16.xml · derivative · entry 1 Morris Gregory C · CIK 0001507821 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2029-05-09 Read SEC document |
| May 09, 2019 Filed May 13, 2019 17:55 UTC |
Stephen Scott G.Director
|
GrantStock Option · Derivative | 20,000 | $0.00 Strike: $5.41 | $0.00 |
DisclosureSEC source: 0001654954-19-005752 · section16.xml · derivative · entry 1 Stephen Scott G. · CIK 0001773957 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · see footnote Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2029-05-09 F1 · ownership.nature: The number of shares acquired represents shares underlying options issued to Ventana Vista LLC ("Ventana") of which Mr. Scott Stephen holds voting and dispositive control over securities held of record by Ventana. Mr. Stephen disclaims beneficial ownership of the securities held of record by Ventana except to the extent of his pecuniary interest therein. Read SEC document |
| May 09, 2019 Filed May 13, 2019 16:21 UTC |
Sellers Bakari T.Director
|
GrantStock Option · Derivative | 20,000 | $0.00 Strike: $5.41 | $0.00 |
DisclosureSEC source: 0001654954-19-005740 · section16.xml · derivative · entry 1 Sellers Bakari T. · CIK 0001721556 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2029-05-09 Read SEC document |
| May 09, 2019 Filed May 13, 2019 16:21 UTC |
Ghiloni Peter J.Director
|
GrantStock Options · Derivative | 20,000 | $0.00 Strike: $5.41 | $0.00 |
DisclosureSEC source: 0001654954-19-005737 · section16.xml · derivative · entry 1 Ghiloni Peter J. · CIK 0001773696 · Director 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 20,000 Underlying: Common Stock · 20,000 shares Expires 2029-05-09 Read SEC document |
| April 22, 2019 Filed Apr 22, 2019 15:03 UTC |
SIEGEL SEYMOURDirector
|
ConversionCommon Stock | 8,750,000 | $0.00 | $0.00 |
DisclosureSEC source: 0001654954-19-004632 · section16.xml · nonDerivative · entry 1 SIEGEL SEYMOUR · CIK 0001253065 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 8,750,000 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · ownership.nature: The number of shares acquired represents shares issued to CBD Holding, LLC ("CBDH") under contract rights previously received on December 20, 2018 in connection with the closing of an Agreement and Plan of Merger dated December 3, 2018 following the approval by the Issuer's shareholders for the possible issuance of in excess of 19.99% of its presently outstanding common stock in accordance with the rules of the NYSE American, LLC, as disclosed in the Form 3 filed by R. Scott Coffman on December 28, 2018 and the Form 4 filed by Mr. Coffman on April 22, 2019. The unrestricted voting rights to these shares vests as follows: (i) 2,187,500 shares will vest on December 20, 2019; (ii) an additional 2,187,500 shares will vest on December 20, 2020; (iii) an additional 2,187,500 shares will vest on June 20, 2022; and (iv) the remaining 2,187,500 shares will vest on December 20, 2023. Until the unrestricted voting rights vest with CBDH, the independent chairman of the Audit Committee of the Issuer's Board of Directors (the "Proxyholder") holds voting rights over these shares under the terms of a Voting Proxy Agreement dated December 20, 2018 (the "Proxy Agreement"), and will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of the Issuer's Board of Directors. The Reporting Person presently serves as the Proxyholder. The Reporting Person disclaims beneficial ownership of the securities held of record by CBDH. Read SEC document |
| April 22, 2019 Filed Apr 22, 2019 19:03 UTC |
Coffman Raymond ScottDirector
|
Conversioncommon stock | 8,750,000 | $0.00 | $0.00 |
DisclosureSEC source: 0001654954-19-004631 · section16.xml · nonDerivative · entry 2 Coffman Raymond Scott · CIK 0001761772 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · see footnote Disclosed balance after: 12,434,000 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F2 · ownership.nature: The number of shares acquired represents shares issued to CBD Holding, LLC ("CBDH") under contract rights previously received on December 20, 2018 in connection with the closing of an Agreement and Plan of Merger dated December 3, 2018 following Shareholder Approval as disclosed in the Form 3 filed by the Reporting Person on December 28, 2018. The unrestricted voting rights to these shares vests follows: (i) 2,187,500 shares will vest on December 20, 2019; (ii) an additional 2,187,500 shares will vest on December 20, 2020; (iii) an additional 2,187,500 shares will vest on June 30, 2022; and (iv) the remaining 2,187,500 shares will vest on December 20, 2023. The independent chairman of the Audit Committee of the Issuer's Board of Directors holds voting rights over these shares under the terms of a Voting Proxy Agreement dated December 20, 2018 (the "Proxy Agreement") until they vest, and will vote such shares on any matter brought before the Issuer's shareholders in accordance with the recommendation of the Issuer's Board of Directors. Mr. R. Scott Coffman holds voting and dispositive control over securities held of record by CBDH except to the extent limited by the Proxy Agreement. Mr. Coffman disclaims beneficial ownership of the securities held of record by CBDH except to the extent of his pecuniary interest therein. Read SEC document |
| April 22, 2019 Filed Apr 22, 2019 19:03 UTC |
Coffman Raymond ScottDirector
|
Conversioncommon stock | 3,684,000 | $0.00 | $0.00 |
DisclosureSEC source: 0001654954-19-004631 · section16.xml · nonDerivative · entry 1 Coffman Raymond Scott · CIK 0001761772 · Director 10b5-1 filing: Not disclosed Ownership: Indirect · see footnote Disclosed balance after: 3,684,000 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · ownership.nature: The number of shares acquired represents shares issued to Edge of Business, LLC ("Edge") under contract rights previously received on December 20, 2018 in connection with the closing of an Agreement and Plan of Merger dated December 3, 2018 following the approval by the Issuer's shareholders for the possible issuance of in excess of 19.99% of its presently outstanding common stock in accordance with the rules of the NYSE American, LLC (the "Shareholder Approval") as disclosed in the Form 3 filed by the Reporting Person on December 28, 2018. Mr. R. Scott Coffman holds voting and dispositive control over securities held of record by Edge. Mr. Coffman disclaims beneficial ownership of the securities held of record by Edge except to the extent of his pecuniary interest therein. Read SEC document |
| April 16, 2019 Filed Apr 17, 2019 20:58 UTC |
Sterling Erik10% owner
|
SaleCommon Stock, par value $0.001 per share | 583,000 | $4.00 | $2,332,000.00 |
DisclosureSEC source: 0001213900-19-006614 · ownership.xml · nonDerivative · entry 5 Sterling Erik · CIK 0001721647 · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · By IM1 Holdings, LLC Disclosed balance after: 0 F3 · ownership.nature: The shares are held of record by IM1 Holdings, LLC ("IM1 Holdings"). The Trust is the manager of IM1 Holdings. The reporting person, as a trustee of the Trust, has shared voting and dispositive control of the shares held of record by IM1 Holdings. The reporting person disclaims beneficial ownership of the securities held of record by IM1 Holdings except to the extent of his pecuniary interest therein. Read SEC document |
| April 16, 2019 Filed Apr 17, 2019 20:58 UTC |
Sterling Erik10% owner
|
SaleCommon Stock, par value $0.001 per share | 283,000 | $4.00 | $1,132,000.00 |
DisclosureSEC source: 0001213900-19-006614 · ownership.xml · nonDerivative · entry 4 Sterling Erik · CIK 0001721647 · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · By EE1 Holdings, LLC Disclosed balance after: 0 F2 · ownership.nature: The shares are held of record by EE1 Holdings, LLC ("EE1 Holdings"). The Trust is the manager of EE1 Holdings. The reporting person, as a trustee of the Trust, has shared voting and dispositive control of the shares held of record by EE1 Holdings. The reporting person disclaims beneficial ownership of the securities held of record by EE1 Holdings except to the extent of his pecuniary interest therein. Read SEC document |
| April 16, 2019 Filed Apr 17, 2019 20:58 UTC |
Sterling Erik10% owner
|
SaleCommon Stock, par value $0.001 per share | 166,667 | $4.00 | $666,668.00 |
DisclosureSEC source: 0001213900-19-006614 · ownership.xml · nonDerivative · entry 3 Sterling Erik · CIK 0001721647 · 10% owner 10b5-1 filing: Not disclosed Ownership: Indirect · By Sterling Winters Trust Disclosed balance after: 0 F1 · ownership.nature: The shares are held of record by Sterling Winters Living Trust u/t/d/ December 10, 1993 (the "Trust"). The reporting person is a trustee of the Trust and in such position has shared voting and dispositive control over securities held of record by the Trust. The reporting person disclaims beneficial ownership of the securities held of record by the Trust except to the extent of his pecuniary interest therein. Read SEC document |
| April 16, 2019 Filed Apr 17, 2019 20:58 UTC |
Sterling Erik10% owner
|
SaleCommon Stock, par value $0.001 per share | 25,000 | $4.00 | $100,000.00 |
DisclosureSEC source: 0001213900-19-006614 · ownership.xml · nonDerivative · entry 2 Sterling Erik · CIK 0001721647 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 Read SEC document |
| March 07, 2019 Filed Mar 8, 2019 16:59 UTC |
Sumichrast Martin A.Director · Chairman of the Board and CEO
|
SaleCommon Stock | 325,834 | $4.00 | $1,303,336.00 |
DisclosureSEC source: 0001654954-19-002497 · section16.xml · nonDerivative · entry 1 Sumichrast Martin A. · CIK 0001427722 · Director · Chairman of the Board and CEO 10b5-1 filing: Not disclosed Ownership: Indirect · See Footnote Disclosed balance after: 270,600 F1 · shares: Represents the private sale of shares by Stone Street Partners, LLC. Mr. Sumichrast in his position at Stone Street Partners, LLC has the right to direct the vote and disposition of securities owned by Stone Street Partners, LLC. F2 · ownership.nature: The number of shares beneficially owned by Mr. Sumichrast includes 270,600 shares held of record by Washington Capital LLC. Mr. Sumichrast has voting and dispositive control over securities owned by Washington Capital LLC. Mr. Sumichrast disclaims beneficial ownership of the securities held of record by each of these entities except to the extent of his pecuniary interest therein. Read SEC document |
| February 20, 2019 Filed Feb 22, 2019 16:52 UTC |
Sumichrast Martin A.Director · Chairman of the Board and CEO
|
SaleCommon stock | 150,000 | $4.00 | $600,000.00 |
DisclosureSEC source: 0001654954-19-001902 · section16.xml · nonDerivative · entry 1 Sumichrast Martin A. · CIK 0001427722 · Director · Chairman of the Board and CEO 10b5-1 filing: Not disclosed Ownership: Indirect · see footnote Disclosed balance after: 596,434 F1 · shares: Represents the private sale of shares by Stone Street Partners, LLC. Mr. Sumichrast in his position at Stone Street Partners, LLC has the right to direct the vote and disposition of securities owned by Stone Street Partners, LLC. F2 · ownership.nature: The number of shares beneficially owned by Mr. Sumichrast includes (i) 325,834 shares held of record by Stone Street Partners, LLC and (ii) 270,600 shares held of record by Washington Capital LLC. Mr. Sumichrast in his position at Stone Street Partners, LLC has the right to direct the vote and disposition of securities owned by Stone Street Partners, LLC. Mr. Sumichrast has voting and dispositive control over securities owned by Washington Capital LLC. Mr. Sumichrast disclaims beneficial ownership of the securities held of record by each of these entities except to the extent of his pecuniary interest therein. Read SEC document |
| February 06, 2019 Filed Apr 17, 2019 20:58 UTC |
Sterling Erik10% owner
|
GiftCommon Stock, par value $0.001 per share | 15,000 | $0.00 | $0.00 |
DisclosureSEC source: 0001213900-19-006614 · ownership.xml · nonDerivative · entry 1 Sterling Erik · CIK 0001721647 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 25,000 Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.