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
LIGHTING SCIENCE GROUP CORP [ LSGP ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/18/2006 | ||||||||||||||||||||||||||
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 | 09/18/2006 | P | 200,000 | A | (1) | 2,385,263(2) | I | Footnote(3) |
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 | ||||||||
Common Stock Warrants (right to buy) | $0.3 | 09/22/2006 | P | 500,000 | 09/22/2006 | 09/22/2011 | Common Stock | 500,000 | (1) | 500,000 | D |
Explanation of Responses: |
1. On September 18, 2006, the issuer issued 200,000 shares of Common Stock and, on September 22, 2006, the issuer issued a warrant to purchase 500,000 shares of Common Stock, subject to adjustment, at an exercise price of $0.30 per share, subject to adjustment, to Mr. Snadon, in each case, in and as as consideration for a guarantee by Mr. Snadon of $200,000 of a $2,000,0000 line of credit of the issuer. |
2. Includes (i) 187,130 shares issuable by the issuer to Mr. Snadon pursuant to the conversion of 6% Convertible Preferred Stock of the issuer; (ii) 587,715 shares issuable by the issuer to Mr. Snadon pursuant to the exercise of warrants of the issuer at an exercise price of $0.30 per share; (iii) 130,000 shares issuable by the issuer to Mr. Snadon pursuant to the exercise of warrants of the issuer at an exercise price of $1.50 per share; (iv) 20,000 shares issuable to Mr. Snadon pursuant to the exercise of options of the issuer at an exercise price of $0.32 per share (one-third of which vested on the grant date of 2/21/06; one-third of which will vest on 2/21/07, and one third of which will vest on 2/21/08); and (v) 50,000 shares issuable to Mr. Snadon pursuant to the exercise options of the issuer at an exercise price of $0.53 per share (one third of which vested on the grant date of 10/31/05, one third of which will vest on 10/31/06, and one-third of which will vest on 10/31/07). |
3. Includes 147,525 shares held in the name of Mr. Snadon's wife. |
Daryl N. Snadon | 09/26/2006 | |
** 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. |