Enservco Form 4 / Rick D Kasch 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^*

Kasch Rick D

(Last)

(First)

(Middle)

501 S. CHERRY STREET, SUITE 1000

(Street)

DENVER

80246

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Enservco Corp [ ENSV ]

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

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

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)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								1,849,324	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$1.1	07/18/2016⁽¹⁾		D			600,000	⁽¹⁾	07/19/2016	Common Stock	600,000	⁽¹⁾	0	D
Stock Option	$0.46	07/18/2016⁽²⁾		D			325,000	⁽²⁾	06/05/2017	Common Stock	325,000	⁽²⁾	100,000	D
Stock Option	$1.74	07/18/2016⁽³⁾		D			110,000	⁽³⁾	04/08/2020	Common Stock	110,000	⁽³⁾	100,000	D
Stock Option	$0.6	07/18/2016⁽⁴⁾		D			400,000	⁽⁴⁾	05/05/2021	Common Stock	400,000	⁽⁴⁾	100,000	D
Stock Option	$0.6	07/18/2016⁽⁵⁾		D			350,000	⁽⁵⁾	05/05/2021	Common Stock	350,000	⁽⁵⁾	0	D
Stock Option	$0.65⁽⁶⁾	07/18/2016⁽⁷⁾		A		325,000		⁽⁷⁾	12/05/2017	Common Stock	325,000	⁽⁷⁾	325,000	D
Stock Option	$1.74⁽⁶⁾	07/18/2016⁽⁸⁾		A		110,000		⁽⁸⁾	04/08/2020	Common Stock	110,000	⁽⁸⁾	110,000	D
Stock Option	$0.65⁽⁶⁾	07/18/2016⁽⁹⁾		A		400,000		⁽⁹⁾	05/05/2021	Common Stock	400,000	⁽⁹⁾	400,000	D
Stock Option	$0.65⁽⁶⁾	07/18/2016⁽¹⁰⁾		A		350,000		⁽¹⁰⁾	05/05/2021	Common Stock	350,000	⁽¹⁰⁾	350,000	D
Warrants	$0.55							11/02/2012	11/30/2017	Common Stock	37,500		37,500	D

Explanation of Responses:

1. This transaction involves rescission of a prior grant pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person in connection with securities granted which were in excess of the limits authorized by Enservco's 2010 Stock Incentive Plan. As of the date of the rescission, the forfeited options to acquire 600,000 shares were vested.

2. This transaction involves partial rescission of a prior grant pursuant to an dated July 18, 2016 agreement between the Company and the Reporting Person in connection with securities granted which were in excess of the limits authorized by Enservco's 2010 Stock Incentive Plan. As of the date of the rescission, the forfeited options to acquire 325,000 shares were vested. The remaining options to acquire 100,000 shares remain vested as of the date hereof.

3. This transaction involves partial rescission of a prior grant pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person in connection with securities granted which were in excess of the limits authorized by Enservco's 2010 Stock Incentive Plan. As of the date of the rescission, the forfeited options to acquire 110,000 shares were not vested. Of the remaining options to acquire 100,000 shares, options to acquire 70,000 shares vested on 1/1/16 and 30,000 shares will vest on 1/1/17 if the conditions to vesting exist on that date.

4. This transaction involves partial rescission of a prior grant pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person in connection with securities granted which were in excess of the limits authorized by Enservco's 2010 Stock Incentive Plan. As of the date of the rescission, the forfeited options to acquire 400,000 shares were not vested. The remaining options to acquire 100,000 shares will vest on 12/31/16 if the conditions to vesting exist on that date.

5. This transaction involves rescission of a prior grant pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person in connection with securities granted which were in excess of the limits authorized by Enservco's 2010 Stock Incentive Plan. As of the date of the rescission, the forfeited options to acquire 350,000 shares were not vested.

6. The exercise price per share of the new option grant is the higher of the exercise price of the forfeited options or the closing sale price of the Company's common stock on July 7, 2016, the date of approval of the new option grant and related agreements by a special independent committee of the Board of Directors (the "Special Committee").

7. The options were granted pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person and are subject to approval by Enservco's stockholders of its 2016 Stock Incentive Plan (the "2016 Plan"), as adopted by the Board on 7/18/16. If the 2016 Plan is approved by stockholders, options to acquire 325,000 shares will vest on the date of stockholder approval.

8. The options were granted pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person and are subject to approval by Enservco's stockholders of the 2016 Plan. If the 2016 Plan is approved by stockholders, options to acquire 40,000 shares will vest on 1/1/17, and the remaining options to acquire 70,000 shares will vest on 1/1/18, in both cases if the conditions to vesting exist on such date.

9. The options were granted pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person and are subject to approval by Enservco's stockholders of the 2016 Plan. If the 2016 Plan is approved by stockholders, options to acquire 150,000 shares will vest on 12/31/16, and the remaining options to acquire 250,000 shares will vest on 12/31/17, in both cases if the conditions to vesting exist on such date.

10. The options were granted pursuant to an agreement dated July 18, 2016 between the Company and the Reporting Person and are subject to approval by Enservco's stockholders of its 2016 Stock Incentive Plan, as adopted by the Board on 7/18/16. If the 2016 Plan is approved by stockholders, options to acquire 116,667 shares will vest on 12/31/16, 116,667 shares will vest on 12/31/17 and the remaining options to acquire 116,666 will vest on 12/31/18, in both cases if the conditions to vesting exist on such date.

	/s/ Rick D. Kasch	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.

Enservco (ENSV) Form 4Enservco / Rick D Kasch ownership change