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
CYGNE DESIGNS INC [ CYDS.OB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/23/2007 | ||||||||||||||||||||||||||
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 | 11/23/2007 | J(1) | 100 | A | $0.96 | 8,915,271(1) | D | |||
Common Stock | 11/23/2007 | J(1) | 100 | A | $0.95 | 8,915,371 | D | |||
Common Stock | 11/23/2007 | J(1) | 100 | A | $1.02 | 8,915,471 | D | |||
Common Stock | 11/23/2007 | J(1) | 100 | A | $1.08 | 8,915,571 | D | |||
Common Stock | 11/23/2007 | J(1) | 1,000 | A | $1.02 | 8,916,571 | D | |||
Common Stock | 11/23/2007 | J(1) | 100 | A | $1 | 8,916,671 | D | |||
Common Stock | 11/23/2007 | J(1) | 100 | A | $0.99 | 8,916,771 | D | |||
Common Stock | 11/23/2007 | J(1) | 100 | A | $0.95 | 8,916,871 | D | |||
Common Stock | 11/23/2007 | J(1) | 300 | A | $1.01 | 8,917,171 | D | |||
Common Stock | 11/23/2007 | J(1) | 1,000 | A | $1.02 | 8,918,171 | D | |||
Common Stock | 11/23/2007 | J(1) | 5,400 | A | $1.05 | 8,923,571 | D | |||
Common Stock | 11/26/2007 | J(1) | 100 | A | $0.97 | 8,923,671 | D | |||
Common Stock | 11/27/2007 | J(1) | 1,000 | A | $1 | 8,924,671 | D | |||
Common Stock | 11/27/2007 | J(1) | 1,000 | A | $0.99 | 8,925,671 | D | |||
Common Stock | 11/27/2007 | J(1) | 1,000 | A | $0.98 | 8,926,671 | D | |||
Common Stock | 11/27/2007 | J(1) | 100 | A | $0.9 | 8,926,771 | D | |||
Common Stock | 11/27/2007 | J(1) | 10,000 | A | $0.89 | 8,936,771 | D | |||
Common Stock | 11/27/2007 | J(1) | 1,000 | A | $0.9 | 8,937,771 | 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 to Purchase Common Stock(2) | $3 | 08/09/2007 | P | 4,400,000 | 02/15/2009 | 01/31/2012 | Common Stock | 4,400,000 | (2) | 4,400,000 | D | ||||
Subordinated Convertible Promissory Note(3) | $3.5 | 08/09/2007 | P | 4,285,715 | (3) | 01/31/2014 | Common Stock | 4,285,715 | $3.5 | 4,285,715 | D |
Explanation of Responses: |
1. Due to a clerical error, the Forms 3 and 4 filed by the Reporting Person on August 16 and 17, 2007 inadvertently disclosed that he had beneficially owned 115,000 shares of common stock of the Issuer prior to the securities acquired on August 9, 2007 when in fact he had beneficially owned 115,171 shares. The correct amount is reflected in the total amount of securities beneficially owned by him reported in this report. The Reporting Person unintentionally submitted the incorrect figure in his previous reports. |
2. The Warrant was acquired on August 9, 2007 pursuant to a note conversion agreement with the Issuer effective January 31, 2007. |
3. The Subordinated Convertible Promissory Note was acquired on August 9, 2007 pursuant to a note conversion agreement with the Issuer effective January 31, 2007. The note will bear interest at a rate of 4.70% per year, payable quarterly, and is convertible into Issuer's common stock at a conversion price of $3.50 per share. The note is convertible at any time, if not previously converted, and will mature on January 31, 2014 when the outstanding principal is due and payable. The note was described in the footnotes but was inadvertently omitted from Table II of the Form 4 filed by the Reporting Person on August 17, 2007. |
Remarks: |
/s/ Serge Kraif | 11/27/2007 | |
** 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. |