Cassidy Bruce A. Sr.'s Form 4 filing
Loop Media, Inc. (LPTV) · filed Oct 15, 2021
- Accession no.
- 0000905718-21-001347
- Filed
- Oct 15, 2021, 7:53 PM ET
- Trade date
- Feb 5, 2020-Sep 30, 2021
- Filing delay
- 618 daysLate
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 7 non-derivative transactions and 14 derivative transactions. Open-market purchases total $3.12M. It was filed 618 days after the trade, past the 2-business-day deadline.
This filing was later replaced by the amendment 0000905718-22-000433 (Feb 28, 2022). Trade tables on this site use the amended version.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Cassidy Bruce A. Sr.CIK 0001484879 | Director, 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Feb 5, 2020 | Common Stock | JOtherDisposed | −60,000,000 | –F2 | – | 0 | Indirect | |
| Sep 30, 2020 | Common Stock | PPurchaseAcquired | +960,000 | $1.25 | +$1,200,000 | 960,000 | Indirect | |
| Jun 1, 2021 | Common Stock | JOtherAcquired | +3,529 | $2.80 | +$9,866.03 | 3,529 | Indirect | |
| Jun 1, 2021 | Common Stock | JOtherAcquired | +7,982 | $2.80 | +$22,315.28 | 967,982 | Indirect | |
| Aug 17, 2021 | Common Stock | PPurchaseAcquired | +363,163 | $2.92 | +$1,060,435.96 | 366,692 | Indirect | |
| Aug 17, 2021 | Common Stock | PPurchaseAcquired | +5,349,945 | $0.16 | +$855,991.2 | 5,716,637 | Indirect | |
| Sep 30, 2021 | Common Stock | PPurchaseAcquired | +320,000 | –F10 | – | 6,036,637 | Indirect |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Feb 5, 2020 | Common Stock | JOtherAcquired | +20,000,000 | –F2 | – | 200,000 | Indirect | |
| Feb 5, 2020 | Series A Preferred Stock | JOtherDisposed | −2,654,000 | –F2 | – | 46,000 | Indirect | |
| Feb 5, 2020 | Series A Preferred Stock | GGiftDisposed | −30,000 | $0.00 | $0 | 16,000 | Indirect | |
| Feb 5, 2020 | Series A Preferred Stock | SSaleDisposed | −16,000 | $3.13 | −$50,000 | 0 | Indirect | |
| Mar 11, 2020 | Common Stock | JOtherAcquired | +2,666,667 | –F4 | – | 2,666,667 | Indirect | |
| Dec 1, 2020 | 4% Convertible Note | PPurchaseAcquired | – | –F8 | – | – | Indirect | |
| Dec 1, 2020 | Common Stock | PPurchaseAcquired | +68,182 | –F5 | – | 68,182 | Indirect | |
| Apr 1, 2021 | 4% Convertible Note | PPurchaseAcquired | – | –F8 | – | – | Indirect | |
| Apr 1, 2021 | 4% Convertible Note | PPurchaseAcquired | – | –F8 | – | – | Indirect | |
| May 1, 2021 | 4% Convertible Note | PPurchaseAcquired | – | –F8 | – | – | Indirect | |
| May 1, 2021 | Common Stock | PPurchaseAcquired | +36,364 | –F5 | – | 36,364 | Indirect | |
| Jun 1, 2021 | 4% Convertible Note | PPurchaseAcquired | – | –F8 | – | – | Indirect | |
| Jun 1, 2021 | Common Stock | PPurchaseAcquired | +36,364 | –F5 | – | 36,364 | Indirect | |
| Sep 30, 2021 | Common Stock | PPurchaseAcquired | +320,000 | –F10 | – | 320,000 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F2
On February 5, 2020, Reporting Person exchanged 60,000,000 shares of Common Stock, 2,654,000 shares of Series A Preferred Stock, forgiveness of indebtedness in the amount of $1,000,000 and $1,000,000 in cash for 200,000 shares of Series B Preferred Stock, convertible at any time by Reporting Person into 20,000,000 shares of Common Stock. The Series B Preferred Stock has no expiration date.
Referenced by the price of 1 transaction in Table I and 2 transactions in Table II.
- F4
Warrants were issued in connection with merger in consideration for the cancellation of indebtedness in the principal amount of $180,000. The warrants are exercisable at any time at the option of the Reporting Person.
Referenced by the price of 1 transaction in Table II.
- F5
Warrants were issued in connection with a 4% convertible promissory note. The warrants are exercisable at any time at the option of the Reporting Person and expire on the earlier to occur of December 1, 2022 or immediately prior to closing of IPO or upon a change of control.
Referenced by the price of 3 transactions in Table II.
- F8
Notes may be converted (1) on the Maturity Date based on the average of the VWAP of common stock during each trading day during the thirty (30) trading day period ending one trading day prior to the maturity date; (2) immediately upon a change of control based on the average of the VWAP of common stock during each trading day during the ten (10) trading day period ending one trading day prior to the change of control effective date; and (3) mandatorily at the closing of a qualified IPO at (i) the public offering price per share of the common stock multiplied by (ii) one (1) minus twenty percent (20%).
Referenced by the price of 5 transactions in Table II.
- F10
Pursuant to the Securities Purchase Agreement, dated September 30, 2021, by and between the Issuer and the Reporting Person, Reporting Person purchased 320,000 shares of Common Stock and warrants to purchase up to 320,000 shares of Common Stock. The aggregate purchase price for one share of Common Stock and one warrant to purchase one share of Common Stock was $1.25.
Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.
Remarks
Exhibit 24- Power of Attorney