Ballantyne John's Form 4 filing
Glucotrack, Inc. (GCTK) · filed Mar 31, 2025
- Accession no.
- 0001474506-25-000072
- Filed
- Mar 31, 2025
- Trade date
- Jul 30, 2024-Mar 26, 2025
- Filing delay
- 244 daysLate
- Rule 10b5-1 plan
- Not checked
This filing lists 3 non-derivative transactions and 6 derivative transactions. It was filed 244 days after the trade, past the 2-business-day deadline.
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 |
|---|---|
| Ballantyne JohnCIK 0001701346 | 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 |
|---|---|---|---|---|---|---|---|---|
| Nov 14, 2024 | Common Stock, par value $0.001 per share | JOtherAcquired | +132,036 | $31.00 | +$4,093,116 | 183,039 | Indirect | |
| Mar 12, 2025 | Common Stock, par value $0.001 per share | XIn-the-money exerciseAcquired | +2,560,553 | $0.00 | $0 | 2,743,591 | Indirect | |
| Mar 26, 2025 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +4,126 | $0.00 | $0 | 4,126 | Direct |
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 |
|---|---|---|---|---|---|---|---|---|
| Jul 30, 2024 | Common Stock, par value $0.001 per share | PPurchaseAcquired | +106,667 | –F1,F2 | – | 106,667 | Indirect | |
| Jul 30, 2024 | Common Stock, par value $0.001 per share | PPurchaseAcquired | +76,191 | –F1,F2 | – | 76,191 | Indirect | |
| Jul 30, 2024 | Common Stock, par value $0.001 per share | PPurchaseAcquired | +59,260 | –F1,F2 | – | 59,260 | Indirect | |
| Nov 14, 2024 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +132,036 | –F4 | – | 132,036 | Indirect | |
| Nov 14, 2024 | Common Stock, par value $0.001 per share | AGrant or awardAcquired | +2,560,553 | –F4 | – | 132,036 | Indirect | |
| Mar 12, 2025 | Common Stock, par value $0.001 per share | XIn-the-money exerciseDisposed | −2,560,553 | $0.00 | $0 | 0 | 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.
- F1
On July 30, 2024, the issuer entered into a convertible promissory note and three warrant agreements (the "Warrants") with the John A. Ballantyne Rev Trust 08/01/2017 (the "Ballantyne Trust"), providing for the private placement of a secured convertible promissory note in the aggregate principal amount of $4,000,000 (the "Note"). The Note did not have a fixed conversion price, and the conversion price was dependent on the market price of the issuer's common stock, par value $0.001 per share (the "Common Stock").
Referenced by the price of 3 transactions in Table II.
- F2
On November 14, 2024, the issuer completed a public offering (the "Offering"). In connection with the Offering, the Ballantyne Trust agreed to convert approximately $4,093,112 of debt, which represented the outstanding principal and accrued interest under the Note, on substantially the same terms as the Offering, resulting in the issuance of 132,036 shares of Common Stock (plus 132,036 accompanying Series A common warrants (the "Series A Common Warrants") and 132,036 accompanying Series B common warrants (the "Series B Common Warrants")), based on a conversion price of $31.00 per share (the "Conversion"), which is equal to the consolidated closing bid price of the Common Stock on the Nasdaq Capital Market on November 12, 2024, the day prior to the date the securities purchase agreement governing the Conversion was executed.
Referenced by the price of 3 transactions in Table II.
- F4
On November 14, 2024, in connection with the Conversion, the Ballantyne Trust was issued Series A Common Warrants to purchase Common Stock and Series B Common Warrants to purchase Common Stock, each at an exercise price of $5.60 per share; provided that, at any time while the Series B Common Warrants are outstanding, the holder could exercise the Series B Common Warrants on a cashless basis pursuant to an alternate cashless exercise option, pursuant to which the holder of the Series B Common Warrant had the right to receive an aggregate number of shares of Common Stock equal to the product of (i) the aggregate number of shares of Common Stock that would be issuable upon a cash exercise rather than a cashless exercise of the Series B Common Warrant and (ii) 3.0 (the "Alternative Cashless Exercise").
Referenced by the price of 2 transactions in Table II.
Remarks
Note: On May 17, 2024, a 1-for-5 reverse stock split of the Issuer's common stock, par value $0.001 per share (the "Common Stock") was implemented (the "2024 Reverse Split"). On February 25, 2025, a 1-for-20 reverse stock split of the Common Stock was implemented (the "2025 Reverse Split," and together with the 2024 Reverse Split, the "Reverse Stock Splits"). All figures presented in this Form 4 reflect the Reverse Stock Splits.