Chief Executive Officer Mcdermott Robert P was granted 152,893 shares and bought $49,421 worth of shares (276,785 units at $0.18), increasing direct ownership by 51% to 1,269,885 units (SEC Form 4)
$ICCT
Computer Software: Prepackaged Software
Technology
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
iCoreConnect Inc. [ ICCT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/20/2023 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 01/23/2024 | A | 16,130 | A | $1.24 | 856,337 | D | |||
| Common Stock | 01/23/2024 | A | 5,026 | A | $3.98 | 861,363 | D | |||
| Common Stock | 03/29/2024 | A | 16,394 | A | $1.22 | 877,757 | D | |||
| Common Stock | 06/30/2024 | A | 21,552 | A | $0.928 | 899,309 | D | |||
| Common Stock | 07/31/2024 | A | 36,648 | A | $0.64 | 935,957 | I | See footnote(7) | ||
| Common Stock | 09/30/2024 | A | 57,143 | A | $0.35 | 993,100 | D | |||
| Common Stock | 11/25/2024 | P | 236,785 | A | $0.18 | 1,229,885 | D | |||
| Common Stock | 11/26/2024 | P | 40,000 | A | $0.17 | 1,269,885 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Common Stock Warrant | $1.36 | 01/01/2024 | A | 39,000 | (1) | 01/01/2029 | Common Stock | 39,000 | $0.00 | 39,000 | I | See footnote(8) | |||
| Stock Option | $3.71 | 10/20/2023 | A | 452,414 | (2) | 08/25/2033 | Common Stock | 452,414 | $0.00 | 452,414 | D | ||||
| Stock Option | $1.46 | 05/31/2024 | A | 570,754 | (3) | 05/31/2034 | Common Stock | 570,754 | $0.00 | 570,754 | D | ||||
| Stock Option | $3.1 | 05/31/2024 | A | 1,817,742 | (4) | 05/31/2034 | Common Stock | 1,817,742 | $0.00 | 1,817,742 | D | ||||
| Series A Preferred Stock | (5) | 08/25/2024 | A | 1,701 | (6) | (5) | Common Stock | 8,505 | $0.00 | 16,374 | D | ||||
| Common Stock Warrant | $0.5325 | 08/31/2024 | A | 86,435 | 08/31/2024 | 08/31/2029 | Common Stock | 86,435 | $0.00 | 125,435 | I | See footnote(8) | |||
| Explanation of Responses: |
| 1. The common stock warrant is fully vested and exercisable. |
| 2. The stock option vests and becomes fully exercisable on December 16, 2024. |
| 3. The stock option vests and becomes exercisable annually, in equal installments, over a 3 year period. |
| 4. The stock option is fully vested and exercisable. |
| 5. Each share of Series A Preferred Stock is convertible, at the option of the holder thereof, at any time, and without the payment of additional consideration by the holder thereof, into shares of Common Stock. |
| 6. Each share of Series A Preferred Stock is convertible into shares of Common Stock as is determined by dividing the Original Issue Price of $10.00 by the Conversion Price in effect at the time of conversion. The amount set forth in the table is based on an assumed Conversion Price of $10.00 per share, which is the current Conversion Price. The Conversion Price will be reset to the lesser of $10.00 or 20% above the simple average of the volume weighted average price on the 20 trading days following 12 months after August 25, 2023; provided further that such Conversion Price shall be no greater than $10.00 and no less than $2.00 (such amounts subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization). |
| 7. Common stock owned by entity 100% controlled by shareholder. |
| 8. Common stock warrant owned by entity 100% controller by shareholder. |
| Remarks: |
| /s/ Robert P. McDermott | 12/06/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||