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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Warrants to purchase shares of Common Stock. | $ 0.36 | 08/25/2008 | P | 277,778 (1) | 08/25/2008 | 08/25/2013 | Common Stock | 277,778 | (1) | 277,778 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Hall Alan C/O FUTURE NOW GROUP, INC. GALLERIA BUILDING, 61 UNQUOWA ROAD FAIRFIELD, CT 06824 |
X |
/s/ Alan Hall | 09/08/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Pursuant to a securities purchase agreement dated August 25, 2008, Mr. Hall purchased from the issuer 555,556 shares of the issuer's common stock at $0.18 per share. In connection therewith, the issuer also issued to Mr. Hall warrants to purchase an aggregate of 277,778 shares of the issuer's common stock. No additional consideration was paid for the warrants. The warrants have an exercise price of $0.36 per share (the "Exercise Price") and may be exercised at any time on or after the issuance date for a period of five (5) years. The Exercise Price may be adjusted upon stock dividends, stock splits, subsequent equity sales by the issuer, pro rata distributions among the issuer's existing shareholders, the issuer's undertaking a fundamental transaction, (as such term is defined in the warrants) or voluntarily at the discretion of the issuer's Board of Directors. |
(2) | The shares were issued as a retainer fee for Mr. Hall's service as a member of the Board of Directors of the issuer. |