Key facts
- This page summarizes John Paul DeJoria Family Trust's Form 3 filing for REGO PAYMENT ARCHITECTURES, INC. (RPMT).
- 0 reported transactions and 3 derivative rows are listed below.
- Accepted by SEC: 26 May 2023, 16:49.
John Paul DeJoria Family Trust - 19 May 2023 Form 3 Insider Report for REGO PAYMENT ARCHITECTURES, INC. (RPMT)
- Reporting relationship
- 10%+ Owner
- Issuer ticker
- RPMT
- Reported as of
- 19 May 2023
- Net transaction value
- $0
- Reporting owner signature
- /s/ Matt Bair, Attorney-in-Fact
Source evidence
Original filing metadata and source links for verification.
3 source fields
Reporting owner
1 detail
Filing notes and source
Key filing fact
John Paul DeJoria Family Trust filed Form 3 for REGO PAYMENT ARCHITECTURES, INC. (RPMT) on 26 May 2023.
Change
- No earlier filing in this sequence is available for direct comparison.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Official SEC source
View source filing
Ownership activity is grounded in SEC Form 3 disclosures.
Reported non-derivative transactions
Shares, units, or other non-derivative securities reported in this filing.
RPMT
holding
Common Stock, par value $0.0001 per share
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- 10,005,555
- Date
- 19 May 2023
- Ownership
- Direct
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
RPMT
holding
Derivative
Series A Cumulative Convertible Preferred Stock
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- Date
- 19 May 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 1,111,111
- Exercise price
- $0.9000
- Footnotes
- F1, F2
RPMT
holding
Derivative
Series B Cumulative Convertible Preferred Stock
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- Date
- 19 May 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 4,444,522
- Exercise price
- $0.9000
- Footnotes
- F3, F4
RPMT
holding
Derivative
4% Convertible Notes currently due 10/31/2023
No transaction description listed
- Transaction value
- Shares
- Change %
- Price
- Shares after
- Date
- 19 May 2023
- Ownership
- Direct
- Underlying class
- Common Stock
- Underlying amount
- 666,667
- Exercise price
- $0.9000
- Footnotes
- F5, F6, F7
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 7 footnotes
Footnote F1
Each share of the Issuer's Series A Cumulative Convertible Preferred Stock (the "Series A Preferred Stock") is currently convertible into 111 shares of Common Stock at a conversion price of $0.90 per share, subject to certain anti-dilution adjustments.
Footnote F2
Pursuant to the Certificate of Designation governing the Series A Preferred Stock, such Series A Preferred Stock may not be converted to the extent that, after giving effect to such conversion, the holder thereof would beneficially own in excess of 4.99% (the "Maximum Percentage") of the Issuer's Common Stock; provided, however, a holder of Series A Preferred Stock may, upon written notice to the Issuer, increase or decrease such Maximum Percentage, provided that (i) any such increase will not be effective until the 61st day after such notice is delivered to the Issuer and (ii) any such increase or decrease will apply only to such holder and not to any other holder of Series A Preferred Stock. The Series A Preferred Stock has no expiration date.
Footnote F3
Each share of the Issuer's Series B Cumulative Convertible Preferred Stock (the "Series B Preferred Stock") is currently convertible into 100 shares of Common Stock at a conversion price of $0.90 per share, subject to certain anti-dilution adjustments.
Footnote F4
Pursuant to the Certificate of Designation governing the Series B Preferred Stock, such Series B Preferred Stock may not be converted to the extent that, after giving effect to such conversion, the holder thereof would beneficially own in excess of 4.99% (the "Maximum Percentage") of the Issuer's Common Stock; provided, however, a holder of Series B Preferred Stock may, upon written notice to the Issuer, increase or decrease such Maximum Percentage, provided that (i) any such increase will not be effective until the 61st day after such notice is delivered to the Issuer and (ii) any such increase or decrease will apply only to such holder and not to any other holder of Series B Preferred Stock. The Series B Preferred Stock has no expiration date.
Footnote F5
The 4% Convertible Notes currently due October 31, 2023 (the "4% Convertible Notes"), accrue interest at 4% per annum and are convertible by the holder thereof, at any time, into shares of the Issuer's Series C Cumulative Convertible Preferred Stock ("Series C Preferred Stock") at a conversion price of $90.00 per share, subject to certain anti-dilution adjustments. Currently, upon issuance, each share of Series C Preferred Stock would be convertible into 100 shares of Common Stock at a conversion price of $0.90 per share, subject to certain anti-dilution adjustments.
Footnote F6
Pursuant to the Certificate of Designation governing the Series C Preferred Stock, such Series C Preferred Stock may not be converted to the extent that, after giving effect to such conversion, the holder thereof would beneficially own in excess of 4.99% (the "Maximum Percentage") of the Issuer's Common Stock; provided, however, a holder of Series C Preferred Stock may, upon written notice to the Issuer, increase or decrease such Maximum Percentage, provided that (i) any such increase will not be effective until the 61st day after such notice is delivered to the Issuer and (ii) any such increase or decrease will apply only to such holder and not to any other holder of Series C Preferred Stock. The Series C Preferred Stock has no expiration date.
Footnote F7
Represents the number of shares of Common Stock into which the 4% Convertible Notes are ultimately convertible.
SEC remarks
To provide additional context and facilitate understanding, the information contained in the Schedule 13D filed with the Securities and Exchange Commission (the "Commission") by John Paul DeJoria and the other Reporting Persons named therein in relation to securities of the Issuer on or about May 26, 2023, is incorporated reference into this Form 3. Securities reported on this Form 3 are separately reported as being beneficially owned by John Paul DeJoria, as settlor and trustee of the Reporting Person. The number of shares of Common Stock of the Issuer ("Common Stock") that are potentially issuable to the Reporting Person upon the conversion of convertible preferred stock of the Issuer are based on information provided by the Issuer. The Reporting Person disclaims responsibility for the accuracy of the information provided by the Issuer. Notwithstanding the number of shares of Common Stock reflected in this Form 3 as being owned by the Reporting Person, the Reporting Person disclaims beneficial ownership of the shares of Common Stock issuable upon conversion of the Series A Preferred Stock, the Series B Preferred Stock or the Series C Preferred Stock to the extent that upon such conversion the number of shares of Common Stock beneficially owned by the Reporting Person and its affiliates, in the aggregate, would exceed the applicable Maximum Percentage.