FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/11/2008 |
3. Issuer Name and Ticker or Trading Symbol
TECHNEST HOLDINGS INC [ TCNH ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, par value $.001 per share | 190,603 | I | See Footnote(1)(2)(3) |
Common Stock, par value $.001 per share | 15,050,339 | I | See Footnote(1)(2)(3) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Explanation of responses: Reporting Person is the Manager of Mountain West Partners LLC, which beneficially owns 190,603 shares of Issuer's Common Stock. Reporting Person is an employee of Southridge Capital Management LLC ("Southridge"), which acts as the general partner to Southridge Partners L.P, and acts as the investment advisor or sub-advisor to each of Southshore Capital Fund Ltd., a Cayman Island corporation, ("Southshore"), Aberdeen Avenue LLC, a Cayman Island limited liability company ("Aberdeen"), and Garth LLC, a Cayman Island limited liability company ("Garth"). Southridge is also affiliated through common ownership with Southridge Investment Group LLC, a Delaware limited liability company ("SIG"). (Continued in footnote 2) |
2. Southridge Partners is the beneficial owner of an aggregate of 11,363,850 shares of Issuer's Common Stock, which number includes 11,019,023 shares of Common Stock, and 344,827 shares of the Issuer's Series C Preferred Stock, convertible subject to certain restrictions into 344,827 shares of the Issuer's Common Stock. Southshore is the beneficial owner of an aggregate of 1,065,660 shares of Issuer's Common Stock, which number includes 971,144 shares of Common Stock, 57,467 shares of the Issuer's Series C Preferred Stock, convertible subject to certain restrictions into 57,467 shares of the Issuer's Common Stock, and 111.81 shares of Series G Preferred Stock issued by Markland Technologies Inc., convertible subject to certain restrictions into 37,049 shares of the Issuer's Common Stock. (Continued in footnote 3) |
3. Aberdeen is the beneficial owner of an aggregate of 1,814,782 shares of Issuer's Common Stock, which number includes 1,416,101 shares of Common Stock, and 1,203.18 shares of Series G Preferred Stock issued by Markland Technologies Inc., convertible subject to certain restrictions into 398,681 shares of the Issuer's Common Stock. Garth is the beneficial owner of 64.631 shares of the Issuer's Series A Preferred Stock convertible into 306,047 shares of the Issuer's Common Stock. SIG is the beneficial owner of 500,000 shares of the Issuer's Common Stock. |
/s/ Henry Sargent | 03/18/2008 | |
** 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 5 (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. |