SEC Form 4: Ault Milton C Iii converted options into 1,250 shares and bought $677,125 worth of shares (428,000 units at $1.58), increasing direct ownership by 3% to 154,125 units
$DPW
Industrial Machinery/Components
Capital Goods
| 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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Ault Global Holdings, Inc. [ DPW ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/01/2021 | ||||||||||||||||||||||||||
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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 | 12/01/2021 | M(1) | 1,250 | A | $0 | 151,125 | D | |||
| Common Stock | 12/02/2021 | P | 1,000 | A | $1.6084 | 152,125 | D | |||
| Common Stock | 12/03/2021 | P | 2,000 | A | $1.5195(2) | 154,125 | D | |||
| Common Stock | 12/02/2021 | P | 125,000 | A | $1.6231(3) | 5,530,000 | I | By Ault Alpha LP(4) | ||
| Common Stock | 12/03/2021 | P | 300,000 | A | $1.5653(5) | 5,830,000 | I | By Ault Alpha LP(4) | ||
| Common Stock | 1,658,916 | I | By Ault & Company, Inc.(6) | |||||||
| Common Stock | 3,408 | I | By Philou Ventures, LLC(7) | |||||||
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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 | ||||||||
| Restricted Stock Grant | (8) | 12/01/2021 | M | 1,250 | (9) | 12/01/2021 | Common Stock | 1,250 | $0 | 0 | D | ||||
| Restricted Stock Grant | (8) | (10) | 05/15/2022 | Common Stock | 66,667 | 66,667 | D | ||||||||
| Restricted Stock Grant | (8) | (11) | 05/15/2024 | Common Stock | 400,000 | 400,000 | D | ||||||||
| Explanation of Responses: |
| 1. Represents the vesting of restricted stock. |
| 2. The common stock was purchased by the reporting person in open market transactions on the transaction date, with a volume weighted average purchase price of $1.5195. The range of purchase prices on the transaction date was $1.4989 to $1.54 per share. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. |
| 3. The common stock was purchased by Ault Alpha LP ("Ault Alpha") in open market transactions on the transaction date, with a volume weighted average purchase price of $1.6231. The range of purchase prices on the transaction date was $1.5954 to $1.6474 per share. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. |
| 4. Milton C. Ault, III, is the Manager of Ault Alpha GP LLC ("Ault GP") and Ault Capital Management LLC ("AC Management"). Ault GP and AC Management are the general partner and investment manager to Ault Alpha, respectively. As such, Mr. Ault is deemed to beneficially own the shares held by Ault Alpha. |
| 5. The common stock was purchased by Ault Alpha in open market transactions on the transaction date, with a volume weighted average purchase price of $1.5653. The range of purchase prices on the transaction date was $1.5408 to $1.5969 per share. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each price. |
| 6. Milton C. Ault, III, is the Chief Executive Officer of Ault & Company, Inc. ("Ault & Co.") and is deemed to beneficially own the shares held by Ault & Co. |
| 7. Ault & Co. is the Manager of Philou Ventures, LLC. Milton C. Ault, III, as the Chief Executive Officer of Ault & Co., is deemed to beneficially own the shares held by Ault & Co. |
| 8. Each restricted stock unit is the economic equivalent of one share of Common Stock, par value $0.001, of Ault Global Holdings, Inc. |
| 9. Mr. Ault received 1,250 restricted shares of the Issuer's Common Stock (the "Restricted Shares"), which vest ratably over forty-eight (48) months commencing on January 1, 2020, subject to earlier vesting upon achievement of certain milestones. On November 18, 2021, the Board of Directors of the Issuer approved an amendment to the vesting schedule whereby the Restricted Shares vested on December 1, 2021. All of the Restricted Shares were issued, including shares that previously vested but were unissued. |
| 10. On November 2, 2020, Mr. Ault was granted 200,000 Restricted Shares, which vest in three equal installments as follows: 66,666 shares on August 20, 2021, 66,667 shares on November 15, 2021, and 66,667 shares on May 15, 2022. |
| 11. On January 8, 2021, Mr. Ault was granted 400,000 Restricted Shares, which vest in four equal installments on each of November 15, 2022, May 1, 2023, November 15, 2023 and May 15, 2024. |
| Remarks: |
| /s/ Milton C. Ault, III | 12/03/2021 | |
| ** 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. | ||