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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (1) | 10/07/2019 | A | 125,156 | (2) | (2) | Common Stock, par value $0.0001 | 125,156 | $ 0 | 125,516 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Simosko Nina 1601 ARAPAHOE STREET, SUITE 900 DENVER, CO 80202 |
Chief Revenue Officer |
/s/ Nina Simosko | 10/07/2019 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of Akerna Corp. (the "Company"). The Company may also elect to settle the vested RSUs for cash at its discretion. |
(2) | Ms. Simosko was granted 125,156 RSUs under the Akerna Corp. 2019 Long Term Incentive Plan (the "Plan"), which vest as follows: 31,379 shares shall vest on October 7, 2020; 31,379 shares shall vest on October 7, 2021; 31,379 shares shall vest on October 7, 2022; and 31,379 shares shall vest on October 7, 2023; provided that (i) the RSUs shall vest immediately upon a Change in Control, and (ii) 33% of the unvested RSUs shall vest immediately on the date that Ms. Simosko is terminated without cause or by her with good reason. Subject to Ms. Simosko's continued employment with the Company, the shares of common stock deliverable upon vesting of the RSUs shall be delivered on October 7, 2023. All capitalized but undefined terms have the meanings ascribed thereto by the Plan. |