Vincent J. Dowling Jr - 15 Sep 2023 Form 4 Insider Report for TEL INSTRUMENT ELECTRONICS CORP (TIKK)

Role
10%+ Owner
Signature
Vincent J. Dowling Jr.
Issuer symbol
TIKK
Transactions as of
15 Sep 2023
Net transactions value
$0
Form type
4
Filing time
20 Sep 2023, 20:46:55 UTC
Previous filing
18 Jul 2023
Next filing
13 Feb 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding TIKK Common Stock, par value $0.10 446,470 15 Sep 2023 See footnote F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TIKK Series B Convertible Preferred Stock Purchase +66,667 +20% 400,000 15 Sep 2023 Common Stock 866,667 See footnote F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Vincent J. Dowling Jr is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 148,134 shares of common stock are held by IRA FBO Vincent J. Dowling, Jr. Pershing LLC as Custodian Roth Conversion Account. Mr. Dowling has sole beneficial ownership of such shares. 200,000 shares are held by Millennium Trust Company, LLC Custodian FBO Vincent J. Dowling, Jr., Roth IRA. Mr. Dowling has sole beneficial ownership of such shares. 3,336 shares of common stock are held in IRA accounts for the benefit of Vincent J. Dowling Jr.'s daughter (1,112 shares) and two sons (1,112 shares each), and for which Mr. Dowling exercises control. 95,000 shares of common stock are held directly by Mr. Dowling.
F2 The Series B Convertible Preferred Stock has the rights, privileges, preferences and restrictions set for in the Certificate of Amendment to Certificate of Incorporation filed by the Issuer with the Secretary of State of the State of New Jersey on October 2, 2018 (the "Series B Designations"). Subject to the notice and other requirements set forth in the Series B Designations, the Series B Convertible Preferred Stock is convertible at any time, at the holder's election, and there is no expiration date for such conversion. The Series B Designations provide that the Series B Convertible Preferred Stock is convertible into shares of common stock at a price of $2.00 per share, subject to a maximum conversion amount and certain adjustments as set forth in the Series B Designations.
F3 The Series A Convertible Preferred Stock has the rights, privileges, preferences and restrictions set for in the Certificate of Amendment to Certificate of Incorporation filed by the Issuer with the Secretary of State of the State of New Jersey on November 8, 2017 (the "Series A Designations"). Subject to the notice and other requirements set forth in the Series A Designations, the Series A Convertible Preferred Stock is convertible at any time, at the holder's election, and there is no expiration date for such conversion. The Series A Designations provide that the Series A Convertible Preferred Stock is convertible into shares of common stock at a price of $3.00 per share, subject to a maximum conversion amount and certain adjustments as set forth in the Series A Designations.
F4 Includes 333,333 shares of Series A Convertible Preferred Stock and 66,666.67 shares of Series B Convertible Preferred Stock.
F5 The shares of Series A Convertible Preferred Stock and Series B Convertible Preferred Stock are held by Millennium Trust Company, LLC Custodian FBO Vincent J. Dowling, Jr., Roth IRA. Mr. Dowling has sole beneficial ownership of such shares.