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 Long Island Iced Tea Corp. [ LTEA ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 06/30/2015 | ||||||||||||||||||||||||||
| 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 | 06/30/2015 | P | 100,872 | A | $4 | 907,243 | I | By Ivory Castle Limited | ||
| Common Stock | 09/30/2015 | P | 22,500 | A | (1) | 929,743 | I | By Ivory Castle Limited | ||
| Common Stock | 01/20/2016 | S(2) | 65,000 | D | $6.5 | 0 | I | By Gallo Holdings Limited | ||
| 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 | ||||||||
| Warrants (Right to Buy) | $6 | 09/30/2015 | P | 22,500 | 09/17/2015 | 09/17/2018 | Common Stock | 22,500 | (1) | 22,500 | I | By Ivory Castle Limited | |||
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 reporting person purchased 22,500 units from the issuer, each unit consisting of one share of the issuer's common stock and one warrant, at a price of $4.00 per unit. Each warrant entitles the holder to purchase one share of the issuer's common stock at an exercise price of $6.00 per share, subject to adjustment. The units separated immediately upon issuance. The common stock and warrants were issued separately and may be traded separately. |
| 2. The reporting person's sale of the issuer's common stock reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, (i) to the extent of 22,500 shares, with the reporting person's purchase of 22,500 shares included in units acquired from the issuer at a price of $4.00 per unit on September 30, 2015, and (ii) to the extent of 22,500 shares, with the reportig person's purchase of 22,500 warrants included in such units. The reporting person is paying to the issuer $56,250, representing the full amount of the profit realized in connection with the short-swing transaction, less transaction costs. |
| Remarks: |
| /s/ Michael Raymond Shue and Chiu Wai Man, Vistra Asia Limited, Trustee for The Heron Bay Trust | 04/06/2016 | |
| /s/ Chiu Mei Yee, Zeehan Limited, director of Ivory Castle Limited | 04/06/2016 | |
| ** 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. | ||