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 Safety Quick Lighting & Fans Corp. [ SQFL ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 01/25/2016 | ||||||||||||||||||||||||||
| 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 | ||||||
| COMMON STOCK, NO PAR VALUE(1) | 01/25/2016 | A | 50,000 | A | $0.6 | 50,000 | D | |||
| COMMON STOCK, NO PAR VALUE(2) | 01/25/2016 | A | 12,000 | A | $1 | 62,000 | D | |||
| 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 | ||||||||
| INCENTIVE STOCK OPTIONS(3) | $0.6 | 01/25/2016 | A | 150,000 | 01/25/2016 | 11/15/2025(4) | COMMON STOCK, NO PAR VALUE | $150,000 | $0 | 150,000 | D | ||||
| Explanation of Responses: |
| 1. Mr. Sokolow received 50,000 shares of common stock of Safety Quick Lighting & Fans Corp. (the "Company") in connection with his appointment to the Company's Board of Directors on November 15, 2015. The shares were issued under the Company's 2015 Stock Incentive Plan, pursuant to a Stock Award Agreement, dated January 25, 2016, between Mr. Sokolow and the Company. The price per share was determined based on the Company's then-current private placement of common stock as of the date of such appointment. |
| 2. Mr. Sokolow received 12,000 shares of common stock of the Company in connection with his appointment as the Chairman of the Audit Committee of the Company's Board of Directors on January 5, 2016. The shares were issued under the Company's 2015 Stock Incentive Plan, pursuant to a Stock Award Agreement, dated January 25, 2016, between Mr. Sokolow and the Company. The price per share was determined based on the Company's then-current private placement of common stock as of the date of such appointment. |
| 3. Mr. Sokolow received Incentive Stock Options to purchase up to 150,000 shares of common stock of the Company at $0.60 per share, in connection with his appointment to the Company's Board of Directors on November 15, 2015. The options were issued under the Company's 2015 Stock Incentive Plan, pursuant to a Stock Option Agreement, dated January 25, 2016, between Mr. Sokolow and the Company. The price per share was determined based on the Company's then-current private placement of common stock as of the date of such appointment. |
| 4. The options may be exercised immediately and until the earlier of (a) 10 years from the date of Mr. Sokolow's appointment as a director and such option grants were authorized or (b) immediately upon the date Mr. Sokolow ceases to be a director if terminated for cause, or 90 days after such date if he ceases to be a director for any other reason. |
| /s/ Leonard J. Sokolow | 01/28/2016 | |
| ** 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. | ||