McEwen David S. - 16 Mar 2023 Form 4 Insider Report for KonaTel, Inc. (KTEL)

Role: Chairman and CEO, Director, 10%+ Owner
Signature: /s/ D. Sean McEwen
Issuer symbol: KTEL
Transactions as of: 16 Mar 2023
Net transactions value: $0
Form type: 4
Filing time: 21 Mar 2023, 15:02:54 UTC
Next filing: 15 Jun 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KTEL	Common Stock	Options Exercise	$41,250	+187,500	+1.2%	$0.2200^*	15,687,500	16 Mar 2023	Direct	F2
holding	KTEL	Common Stock						15,500,000	16 Mar 2023	Direct

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	KTEL	Option	Options Exercise	$41,250	-187,500	-12%	$0.2200^*	1,312,500	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F2
holding	KTEL	Option						187,500	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1
holding	KTEL	Option						375,000	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1
holding	KTEL	Option						562,500	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1
holding	KTEL	Option						750,000	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1
holding	KTEL	Option						937,500	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1
holding	KTEL	Option						1,125,000	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1
holding	KTEL	Option						1,312,500	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1
holding	KTEL	Option						1,500,000	16 Mar 2023	Common Stock	187,500	$0.2200	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Mr. McEwen received these non-compensatory stock options on December 18, 2017, as part of an exchange of his shares in KonaTel, Inc., a Nevada corporation ("KonaTel Nevada"), for shares of common stock and these non-compensatory stock options under a merger whereby the Company acquired KonaTel Nevada from Mr. McEwen, its sole shareholder.
F2	Effective December 18, 2017, the Company completed an Agreement and Plan of Merger whereby a newly formed wholly-owned subsidiary merged with and into KonaTel Nevada, and under which KonaTel Nevada was the surviving corporation and became a wholly-owned subsidiary of the Company. Mr. McEwen was the sole shareholder of KonaTel Nevada and received merger consideration of 13,500,000 shares of the Company's Common Stock and 1,500,000 non-compensatory options to acquire shares of the Company's Common Stock under the merger. On March 16, 2023, Mr. McEwen exercised his first tranche of 187,500 stock options for 187,500 shares of Common Stock, which were issued on March 20, 2023.

Content

Mr. McEwen received these non-compensatory stock options on December 18, 2017, as part of an exchange of his shares in KonaTel, Inc., a Nevada corporation ("KonaTel Nevada"), for shares of common stock and these non-compensatory stock options under a merger whereby the Company acquired KonaTel Nevada from Mr. McEwen, its sole shareholder.

Effective December 18, 2017, the Company completed an Agreement and Plan of Merger whereby a newly formed wholly-owned subsidiary merged with and into KonaTel Nevada, and under which KonaTel Nevada was the surviving corporation and became a wholly-owned subsidiary of the Company. Mr. McEwen was the sole shareholder of KonaTel Nevada and received merger consideration of 13,500,000 shares of the Company's Common Stock and 1,500,000 non-compensatory options to acquire shares of the Company's Common Stock under the merger. On March 16, 2023, Mr. McEwen exercised his first tranche of 187,500 stock options for 187,500 shares of Common Stock, which were issued on March 20, 2023.