Bleichroeder LP - 10 Nov 2023 Form 4 Insider Report for DUOS TECHNOLOGIES GROUP, INC. (DUOT)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
14 Nov 2023, 18:14:08 UTC
Prior SEC filing
03 Aug 2023
Next SEC filing
04 Dec 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
Michael M. Kellen, Chairman and CO-CEO of Bleichroeder LP

Key filing fact

Bleichroeder LP filed Form 4 for DUOS TECHNOLOGIES GROUP, INC. (DUOT) on 14 Nov 2023.

Key facts

  • This page summarizes Bleichroeder LP's Form 4 filing for DUOS TECHNOLOGIES GROUP, INC. (DUOT).
  • 3 reported transactions and 3 derivative rows are listed below.
  • Accepted by SEC: 14 Nov 2023, 18:14.

Change

  • Previous filing in this sequence was filed on 03 Aug 2023.
  • Current net transaction value: +$2,500,000.

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

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

DUOT transaction Derivative

Series F Convertible Preferred Stock

Sale

Transaction value
$5,000,000
Shares
-5,000
Change %
-100%
Price
$1000.00*
Shares after
0
Date
10 Nov 2023
Ownership
See footnote
Underlying class
Common Stock
Underlying amount
806,452
Exercise price
$6.20
Footnotes
F1, F2
DUOT transaction Derivative

Series E Convertible Preferred Stock

Purchase

Transaction value
$5,000,000
Shares
+5,000
Change %
+125%
Price
$1000.00*
Shares after
9,000
Date
10 Nov 2023
Ownership
See footnote
Underlying class
Common Stock
Underlying amount
1,666,667
Exercise price
$3.00
Footnotes
F1, F2
DUOT transaction Derivative

Series E Convertible Preferred Stock

Purchase

Transaction value
$2,500,000
Shares
+2,500
Change %
+28%
Price
$1000.00*
Shares after
11,500
Date
10 Nov 2023
Ownership
See footnote
Underlying class
Common Stock
Underlying amount
833,333
Exercise price
$3.00
Footnotes
F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

On 11/10/2023, 21 April Fund, Ltd. and 21 April Fund, LP exchanged, with DUOS Technologies Group, Inc. ("Issuer"), an aggregate of 5,000 shares of Series F Convertible Preferred Stock ("Series F") of the Issuer for 5,000 shares of Series E Preferred Stock ("Series E") of the Issuer per the terms of an agreement between 21 April Fund, Ltd., 21 April Fund, LP and the Issuer. Each share of Series F was convertible into shares of Common Stock at a conversion price of $6.20. Each share of Series E is convertible into shares of Common Stock at a conversion price of $3.00. Per the Articles of Amendment of the Issuer's Articles of Incorporation defining the preferences, rights and limitations of each series of preferred stock ("Articles"), conversion of these shares is subject to a Beneficial Ownership Limitation (defined therein) of 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon conversion.

Footnote F2

This form is filed by Bleichroeder LP. Bleichroeder LP serves as registered investment adviser to 21 April Fund, Ltd., 21 April Fund, LP and other managed accounts. Bleichroeder LP disclaims beneficial ownership of these securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that Bleichroeder LP is the beneficial owner of the securities for purposes of Section 16 or for any other purposes.

Footnote F3

On 11/10/2023, 21 April Fund, Ltd., 21 April Fund, LP and the Issuer entered into an agreement (the "Securities Purchase Agreement") under which 21 April Fund, Ltd. and 21 April Fund, LP purchased from the Issuer 2,500 shares of Series E at a per share price of $1,000. Each share of Series E is convertible into shares of Common Stock at a conversion price of $3.00. In accordance with the Articles, conversion of these shares is subject to a Beneficial Ownership Limitation (as defined therein) of 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon conversion.

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