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
Searchlight Minerals Corp. [ SRCH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/11/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 10/13/2010 |
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 | 10/11/2010 | S(1) | 7,667(2) | D | $0.84 | 244,302(2)(3) | D | |||
Common Stock | 10/12/2010 | S(1) | 5,001 | D | $0.84 | 239,301(2)(3) | D | |||
Common Stock | 10/12/2010 | S(1) | 7,099 | D | $0.85 | 232,202(2)(3) | D | |||
Common Stock | 10/13/2010 | S(1) | 833 | D | $0.86 | 231,369(2)(3) | D | |||
Common Stock | 10/13/2010 | S(1) | 2,342 | D | $0.84 | 229,027(2)(3) | D | |||
Common Stock | 10/13/2010 | S(1) | 3,825 | D | $0.82 | 225,202(2)(3) | D |
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 | ||||||||
Non-Qualified Stock Options | $0.44 | 11/21/2005 | 11/21/2010 | Common Stock | 500,000 | 0 | D | ||||||||
Non-Qualified Stock Options | $1.7 | 04/07/2006 | 04/07/2011 | Common Stock | 60,000 | 0 | D | ||||||||
Non-Qualified Stock Options | $2.4 | 06/06/2006 | 06/06/2011 | Common Stock | 250,000 | 0 | D | ||||||||
Non-Qualified Stock Options | $4.04 | 02/16/2007 | 02/16/2012 | Common Stock | 24,800 | 0 | D |
Explanation of Responses: |
1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5 trading plan adopted by the reporting person and Jeffries effective September 29, 2010. |
2. This amendment is being filed to correct a typographical error in the number of shares sold by the reporting person on October 11, 2010 and reported in Column 4 from 7,776 shares to 7,667 shares. The amounts listed in Column 5 of Table I after each reported sale have been revised to reflect the correct amount beneficially owned by the reporting person, giving effect to the correction in the reported October 11, 2010 sale transaction. |
3. Does not include any securities owned by Nanominerals. Mr. Ager is a 17.5% stockholder of Nanominerals, a company that owns 16,400,000 of the issuer's outstanding shares of common stock and warrants to purchase up to 200,000 shares of common stock. However, Mr. Ager does not have any voting or investment powers over the 16,400,000 shares or the 200,000 warrants owned by Nanominerals. For purposes of Section 16, Mr. Ager disclaims beneficial ownership of Nanominerals' securities, except to the extent of his pecuniary interest, if any, therein. This report shall not be deemed an admission that Mr. Ager is the beneficial owner of Nanominerals' securities for purposes of Section 16 or for any other purpose. |
/s/ Carl S. Ager | 10/29/2010 | |
** 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. |