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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
HILARIO EMANUEL N 1624 MARKET ST STE 311 DENVER, CO 80202 |
X | PRESIDENT AND CEO |
/s/ Christi Hing, Attorney-in-Fact | 09/07/2022 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents a grant of 100,000 restricted stock units (RSUs) issued under the Issuer's 2019 Equity Incentive Plan pursuant to an Amended and Restated Employment Agreement, by and between the Issuer and the Reporting Person, dated September 2, 2022. The RSUs shall vest in equal increments with 25,000 units vesting on each of August 31, 2023, August 31, 2024, August 31, 2025 and August 31, 2026. |
(2) | Represents a performance-based grant of 500,000 restricted stock units (RSUs) issued under the Issuer's 2019 Equity Incentive Plan pursuant to an Employment Agreement, by and between the Issuer and the Reporting Person, dated September 2, 2022. 125,000 RSUs may be earned in each of four consecutive 12-month periods beginning on August 31, 2022 based on attaining 15% year-over-year increases in the volume-weighted average price of the Company's stock over any consecutive 20 trading days (VWAP) in the period. The VWAP targets are $8.22, $9.46, $10.87 and $12.51 for the 12-month periods ending August 31, 2023, 2024, 2025 and 2026, respectively. Unearned RSUs will be earned if attainment levels are met for subsequent periods; RSUs may be earned in advance if VWAP for a future period is met and, if so, the earned RSUs convert to time-based RSUs that vest at the end of such future period. |