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
AXCESS INTERNATIONAL INC/TX [ AXSI.OB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/25/2008 | ||||||||||||||||||||||||||
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 | 04/25/2008 | A | 5,500 | A | $0.88 | 475,294 | D | |||
Common Stock | 252,715 | I | Owned by Richard Morgan's wife | |||||||
Common Stock | 04/25/2008(1) | A | 5,400 | A | $0.97 | 1,942,347 | I | Amphion Group(2) | ||
Series 2005 Preferred Equity | 212,161 | I | Amphion Group(2) | |||||||
Series 2006B Preferred Equity | 21,563 | I | Amphion Group(2) | |||||||
Series 2006B Preferred Equity | 300,000 | D | ||||||||
Series 2007 Preferred Equity | 250,000 | 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 | ||||||||
Warrant (Right to Buy) | $1.18(3) | 01/14/2008 | A | 17,526 | (3) | (3) | Common Stock | 17,526 | $1.18(3) | 266,865 | I | Amphion Group(2) | |||
Stock Options (Right to Buy) | (4) | (4) | (4) | Common Stock | 134,293 | 401,158 | D | ||||||||
Warrant (Right to Buy) | $1.5 | 03/14/2006 | 03/14/2011 | Common Stock | 294,118 | 695,276 | D | ||||||||
Warrant (Right to Buy) | $2 | 12/01/2006 | 12/01/2011 | Common Stock | 300,000 | 995,276 | D | ||||||||
Warrant (Right to Buy) | $2 | 08/08/2007 | 08/08/2012 | Common Stock | 125,000 | 1,120,276 | D |
Explanation of Responses: |
1. Purchases made between April 25, 2008 and May 1, 2008; Average purchase price of $0.97 per share. |
2. Reflects Mr. Morgan's ownership in Amphion Ventures LP; VennWorks LLC; Antiope Partners LLC; Amphion Investmetns LLC; Amphion Capital Management LLC; Amphion Partners LLC and Ampnion Innovations PLC. |
3. Axcess has issued a number of warrants in connection to the convertible notes. During the three months ended March 31, 2008; Amphion Innovations has acquired warrants to acquire an additonal 121,921 shares of Axcess Common stock. A total of 11 new warrants were issued with a weighted strike price of $1.18. The warrants expire between January 14, 2013 and March 31, 2013. |
4. Represents six different option grants that have been issued. The exercise prices range from $0.20 - $3.00 with the grant size ranging from 500 - 50,000 and expiration dates beginning July 21, 2008 through September 21, 2017. |
Remarks: |
/s/ Richard CE Morgan | 05/15/2008 | |
** 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 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. |