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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, Section 17(a) of the Public Utility Holding Company Act of 1935 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 | ||||||||
Preferred Convertible Stock | (1) | 07/01/2009 | C | 2,185 | (2) | 06/30/2028 | Common Stock | 165,655 | (3) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LAPENTA ROBERT V C/O L-1 IDENTITY SOLUTIONS, INC. 177 BROAD STREET, 12TH FLOOR STAMFORD, CT 06901 |
X | X | Chairman, President & CEO |
Robert V. LaPenta | 07/02/2009 | |
**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) | 165,655 shares of L-1 Identity Solutions, Inc. (the "Company") common stock, par value $0.001 per share ("Common Stock") were issued to Robert V. LaPenta on July 1, 2009 upon conversion by Mr. LaPenta of 2,185 shares of Series A Convertible Preferred Stock, par value $0.001, of the Company (the "Series A Preferred Stock") issued to Mr. LaPenta on the same day. The issuance of such shares of Series A Preferred Stock and the conversion of such shares into such shares of Common Stock were pursuant to and in accordance with the terms and conditions of that certain Securities Purchase Agreement, dated as of June 29, 2008, by and between the Company and Mr. LaPenta (the "Agreement") and the Certificate of Designations, Rights and Preferences of the Series A Preferred Stock. Additionally, the convertibility by Mr. LaPenta of shares of Series A Preferred Stock owned by him into shares of Common Stock was approved by a vote of the Company's stockholders on May 6, 2009. |
(2) | Mr. LaPenta received 2,185 shares of Series A Preferred Stock on July 1, 2009 pursuant to certain price protection provisions in the Agreement. (Pursuant to the Agreement, Mr. LaPenta was entitled to receive up to 2,185 shares of Series A Preferred Stock if the volume weighted average price of a share of Common Stock, as reported by Bloomberg Financial Markets for the 30 consecutive days ending on the last trading day prior to June 30, 2009 was less than $13.19. As the volume weighted average price of a share of Common Stock, as reported by Bloomberg Financial Markets for the 30 consecutive days ending on the last trading day prior to June 30, 2009 was less than $13.19, Mr. LaPenta received 2,185 shares of Series A Preferred Stock on July 1, 2009 pursuant to the Agreement.) |
(3) | Mr. LaPenta received 165,655 shares of Common Stock in exchange for 2,185 shares of Series A Preferred Stock in accordance with the Agreement and the Certificate of Designations, Rights and Preferences of the Series A Preferred Stock. |