Vislink (VISL) Form 4 Vislink / Richard L Mooers ownership change

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^*

Mooers Richard L

(Last) (First) (Middle)

240 SOUTH PINEAPPLE AVENUE,

SUITE 701

(Street)

SARASOTA FL 34236

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vislink Technologies, Inc. [ VISL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock								57,145(1)	D
Common Stock	12/31/2018		J(2)		16,295	D	$0	40,850(1)	I	By MB Technology Holdings, LLC(2)
Common Stock	12/31/2018		J(2)		177	D	$0	40,673(1)	I	By MB Technology Holdings, LLC(2)
Common Stock	12/31/2018		J(3)		7	D	$0	40,666(1)	I	By Mooers Partners, LLC(3)
Common Stock	05/24/2019		A		3,858(4)	A	$0.368	44,524(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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
Stock Option (Right to Buy)	$82,440	12/31/2018		J(2)			177	(2)	01/16/2018	Common Stock	177	$0	0	I	By MB Technology Holdings, LLC(2)
Warrants	$840,000	12/31/2018		J			7	(3)	01/19/2016	Common Stock	7	$0	0	I	By Mooers Partners, LLC(3)
Options (Right to buy)	$15.5	03/24/2017		A		0(5)		(5)	03/24/2027	Common Stock	2,500	$0	2,500	D

Explanation of Responses:

1. Shares have been split-adjusted pursuant to the Company's 1-for-10 reverse stock split effective May 13, 2019.

2. Mr. Mooers is an 80% interest holder in MB Merchant Group, LLC, which in turn is a 45.85% owner of MB Technology Holdings, LLC ("MBTH"). MBTH owns 16,295 shares of Common Stock and 177 shares of Common Stock underlying options that are presently exercisable. On 12/31/2018, MB Merchant Group, LLC abandoned its holdings in MB Technology Holdings, LLC.

3. Trusts for the benefit of Mr. Mooers' children beneficially owned shares and warrants of the Company through Mooers Partners, LLC, of which these family trusts and entities beneficially own 100%. These warrants have expired.

4. The securities were issued to Mr. Mooers pursuant to the 2016 Employee Stock Purchase Plan of xG Technology, Inc.

5. These options were granted on March 24, 2017 under the 2015 Incentive Compensation Plan. The options vest over three years with 2,500 shares subject to the options vesting on the first anniversary of the grant, 2,500 vesting on the second anniversary of the grant, and 2,500 vesting on the third anniversary of the grant, until fully vested on March 24, 2020.

	/s/ Richard Mooers	05/30/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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