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 Entertainment Gaming Asia Inc. [ EGT ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 07/18/2016 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 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 | ||||||||
| Options (right to buy)(1) | $4.64 | 01/07/2010 | D | 3,125 | 07/08/2010 | 01/07/2020 | Common Stock | 3,125 | $4.64 | 9,375(2) | D | ||||
| Options (right to buy)(1) | $5.76 | 02/03/2011 | D | 3,125 | 08/04/2011 | 02/03/2021 | Common Stock | 3,125 | $5.76 | 9,375(2) | D | ||||
| Options (right to buy)(1) | $3.7 | 01/03/2012 | D | 6,250 | 07/04/2012 | 01/03/2022 | Common Stock | 6,250 | $3.7 | 9,375(2) | D | ||||
| Options (right to buy)(1) | $7.86 | 01/02/2013 | D | 6,250 | 07/03/2013 | 01/02/2023 | Common Stock | 6,250 | $7.86 | 9,375(2) | D | ||||
| Options (right to buy)(1) | $4.84 | 01/02/2014 | D | 6,250 | 07/03/2014 | 01/02/2024 | Common Stock | 6,250 | $4.84 | 9,375(2) | D | ||||
| Options (right to buy) | $1.94 | 04/29/2016 | A | 25,000 | 04/29/2017(3) | 04/28/2026 | Common Stock | 25,000 | $1.94 | 34,375 | D | ||||
| Explanation of Responses: |
| 1. On April 29, 2016, the Compensation Committee of the Board of Directors of the Company approved a voluntary stock option exchange program for its employees, directors and certain others, which became effective on July 18, 2016. Under the terms of the program, the participants had the opportunity to cancel certain of their existing underwater outstanding stock options (i.e., options with exercise prices that are higher than the current market trading price of the common stock) in exchange for a replacement option grant for an equal number of shares. |
| 2. Represents options directly held by the reporting person, which are not being exchanged. |
| 3. Represents replacement options which vest over three years, vesting 50% on the first anniversary and 25% on each of the second and third anniversaries of grant date. |
| Samuel Tsang | 07/18/2016 | |
| ** 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. | ||