SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 08/03/2020 | 3. Issuer Name and Ticker or Trading Symbol MIDWEST HOLDING INC. [ MDWT ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. 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 Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 300,038,437(1)(2) | I | By: Vespoint LLC |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Xenith Holdings LLC ("Xenith") distributed for no consideration 1,000,534,789 shares of common stock of Midwest Holding Inc., ("Common Stock") to its members on a pro rata basis. The reporting person retained a shared indirect beneficial ownership of 300,038,437 shares of Common Stock after giving effect to the distribution as described in footnote 2. |
2. Such shares of Common Stock were previously reported as being indirectly held by the reporting person through Vespoint LLC ("Vespoint"), the managing member of Xenith, in a group filing by Vespoint, Xenith, the reporting person and other members of the group. These shares of Common Stock were distributed in the pro rata distribution by Xenith noted in footnote 1 above to the other members of the group, leaving Vespoint directly owning 300,038,437 shares of Common Stock. The reporting person is a Co-Chief Executive Officer of Vespoint and in his capacity as such, may be deemed to exercise shared voting and investment power of the shares held by Vespoint. The reporting person disclaims beneifical ownership of such shares except to the extent of his pecuniary interest therein. |
A. Michael Salem | 08/05/2020 | |
** 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 5 (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. |