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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 | ||||||||
Common Stock Option | $ 0.01 | 01/21/2011 | A(1) | 20,000 (1) | (1) | 01/31/2020 | Common Stock, Par Value $0.01 | 20,000 | (2) | 40,000 | D | ||||
Common Stock Option | $ 0.01 | 08/10/2011 | M | 30,000 | (7) | 01/31/2020 | Common Stock, Par Value $0.01 | 30,000 | $ 0 | 10,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Brown John M 600 ST. EMELION CT. IRVING, TX 75038 |
X | Executive Chairman/Founder |
Brittany Russell AIF for John Brown | 08/26/2011 | |
**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) | The options were awarded under the Issuer's 2005 Stock Option Plan in connection with the employment of the reporting person and are scheduled to vest on a quarterly basis, at the end of each quarter beginning March 31, 2010, in equal calendar installment of options for 5,000 shares. |
(2) | Not applicable. |
(3) | Gift to individual related to the reporting person but not sharing the same household. |
(4) | Comprised of (i) 375,000 shares of Common Stock (ii) options exercisable for an additional 35,000 shares of Common Stock and (iii) 100,000 shares of Common Stock held by the reporting person's spouse, in respect of which the reporting person disclaims any beneficial ownership. Does not include options for 5,000 shares scheduled to vest December 31, 2011 and options for an additional 30,000 shares, at a per share exercise price of $2.50, which first become exercisable on January 1, 2012. |
(5) | These shares were acquired upon the exercise of stock options issued under Zion Oil & Gas, Inc's, 2005 Stock Option Plan, at a per share exercise price of $0.01 |
(6) | Comprised of 405,000 shares of Common Stock, (ii) options for an additional 5,000 shares and (iii) 100,000 shares of Common Stock held by the reporting person's spouse, in respect of which the reporting person disclaims any beneficial ownership. Does not include options for 5,000 shares scheduled to vest on December 31, 2011 and options for an additional 30,000 shares, at a per share exercise price of $2.50, which first become exercisable on January 1, 2012. |
(7) | These options were granted and vested over a period of 19 months from January 2010 to August 2011. |