SEC Form 4
FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Trident Brands Inc [ TDNT ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 11/30/2020 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) 12/03/2020 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | H(1) | 61,795,332 | 09/27/2016 | 12/31/2020 | Common Stock | (1) | (1) | 0(1) | D(2) | ||||
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | H(1) | 16,967,876 | 09/27/2016 | 12/31/2020 | Common Stock | (1) | (1) | 0(1) | D(2) | ||||
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | H(1) | 130,947,002 | 09/27/2016 | 12/31/2020 | Common Stock | (1) | (1) | 0(1) | D(2) | ||||
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | H(1) | 135,308,989 | 05/09/2017 | 12/31/2020 | Common Stock | (1) | (1) | 0(1) | D(2) | ||||
Convertible Promissory Note due December 31, 2020 | $0.042 | 11/30/2020 | H(1) | 43,199,665 | 05/16/2018 | 12/31/2020 | Common Stock | (1) | (1) | 0(1) | D(2) |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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Explanation of Responses: |
1. The transaction involved the agreement to exchange the convertible notes for preferred shares of Trident Brand Inc. (the "Issuer") in full satisfaction of the convertible notes, including all accrued interest. The agreement is subject to the satisfaction of certain conditions. If such conditions are not satisfied by June 30, 2021, Fengate Trident LP may convert such notes into shares of common stock of the Issuer upon 75 days' prior written notice to the Issuer. |
2. Fengate Trident LP is a private investment limited partnership that may be deemed the direct beneficial owner of the securities referred to herein. Fengate Capital Management Ltd. is the investment manager to and Fengate Trident GP, Inc. is the general partner of Fengate Trident LP. Each of the Reporting Persons disclaims beneficial ownership of the securities referred to herein except to the extent of their pecuniary interest therein. |
Remarks: |
This Form 4/A amends the Form 4 filed on December 3, 2020 to reflect the termination of the right to convert additional convertible notes into common stock. |
Fengate Trident LP, By: /s/ Heather Crawford, Name: Heather Crawford, Title: Secretary of Fengate Trident GP, the General Partner of Fengate Trident LP | 12/18/2020 | |
Fengate Trident GP Inc., By: /s/ Heather Crawford, Name: Heather Crawford, Title: Secretary | 12/18/2020 | |
Fengate Capital Management Inc., By: /s/ Heather Crawford, Name: Heather Crawford, Title: Secretary | 12/18/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |