Andrew K. McCain - Dec 22, 2020 Form 4 Insider Report for CISO Global, Inc. (CISO)

Role
Director
Signature
/s/ Debra L. Smith, Attorney-in-Fact
Stock symbol
CISO
Transactions as of
Dec 22, 2020
Transactions value $
$9,500,000
Form type
4
Date filed
5/24/2023, 04:30 PM
Previous filing
Mar 30, 2023
Next filing
May 24, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CISO Common Stock, par value $0.00001 Purchase $500K +250K +20% $2.00* 1.5M Dec 22, 2020 Hensley & Company F1
transaction CISO Common Stock, par value $0.00001 Conversion of derivative security $3M +1.5M +100% $2.00* 3M Dec 31, 2021 Hensley & Company F1
holding CISO Common Stock, par value $0.00001 375K Dec 22, 2020 Andrew and Lucy McCain Family Trust F2

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 CISO 6.0% Unsecured Convertible Note Purchase $3M $3M Dec 23, 2020 Common Stock, par value $0.00001 1.5M $2.00 Hensley & Company F1, F3
transaction CISO 6.0% Unsecured Convertible Note Conversion of derivative security $3M 0 Dec 31, 2021 Common Stock, par value $0.00001 1.5M $2.00 Hensley & Company F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Person is the President and Chief Operating Officer of Hensley & Company. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F2 The Reporting Person is the executor of the Andrew and Lucy McCain Family Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F3 Represents the original principal amount of the 6.0% Unsecured Convertible Note (the "Note") and excludes interest. Interest on the Note was payable monthly at a rate of 6.0% per annum. At any time prior to or on the maturity date of the Note, and subject to certain beneficial ownership limitations, the Reporting Person had the right to convert all or any portion of the outstanding principal amount of the Note and all accrued and unpaid interest thereon into shares of common stock, par value $0.00001 per share, of the Issuer at a conversion price of $2.00 per share. The conversion price was subject to adjustment for subdivision or consolidation of shares and other standard dilutive events.