Shiff Dov Form 4 SKYX Platforms / Dov Shiff 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^*

Shiff Dov

(Last) (First) (Middle)

C/O SKYX PLATFORMS CORP.

2855 W. MCNAB ROAD

(Street)

POMPANO BEACH FL 33069

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SKYX Platforms Corp. [ SKYX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2023

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, no par value	03/31/2023		A		2,174(5)	A	$3.45	3,898,522	D
Common Stock, no par value								10,817,072	I	By Shiff Group(1)
Common Stock, no par value								235,712	I	By Shiff Group Assets(2)
Common Stock, no par value								40,000	I	By Spouse

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)	$3							01/01/2019	01/01/2024	Common Stock, no par value	25,000		25,000	D
Stock Option (right to buy)	$12							01/01/2020	01/01/2025	Common Stock, no par value	25,000		25,000	D
Stock Option (right to buy)	$12							12/31/2020	12/31/2025	Common Stock, no par value	25,000		25,000	D
Stock Option (right to buy)	$12							12/31/2021	12/31/2026	Common Stock, no par value	25,000		25,000	D
Stock Option (right to buy)	$12.34							03/31/2022	03/11/2027	Common Stock, no par value	5,000		5,000	D
6.0% Subordinated Convertible Promissory Note	$15							(3)	11/03/2023	Common Stock, no par value	$600,000(4)		$600,000(4)	I	By Shiff Group(1)

Explanation of Responses:

1. These securities are owned by Shiff Group Investments Ltd., of which the reporting person is an owner and the President and Chief Executive Officer.

2. The securities are owned by Shiff Group Assets Ltd., of which the reporting person is a controlling person.

3. The principal amount, plus any accrued and unpaid interest, is convertible into shares of common stock at any time on or prior to the maturity date at the holder's discretion at the conversion price of $15.00 per share.

4. Represents the principal amount of the convertible note and excludes interest that may accrue. Interest on the note is payable annually, in cash or common stock, at the holder's discretion.

5. The reporting person has elected to receive shares of the issuer's common stock in lieu of the cash retainer payable for service on the issuer's board of directors, pursuant to the non-employee director compensation program.

	/s/ Dov Shiff	04/04/2023
	** 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.