-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TQOe8CeLKLyYhz+yQNNUH2U+mJbzN9eI9KheXoN+AXpekq2Zqnj+Sf52tcKDbVLn uqAlEBZSMEh7NaeKlo72Mw== 0001240085-03-000001.txt : 20030703 0001240085-03-000001.hdr.sgml : 20030703 20030702200024 ACCESSION NUMBER: 0001240085-03-000001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030701 FILED AS OF DATE: 20030703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BEACHUM GRAHAM C III CENTRAL INDEX KEY: 0001238377 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20995 FILM NUMBER: 03773484 BUSINESS ADDRESS: STREET 1: 8409 PICK WICK LANE CITY: DALLAS STATE: TX ZIP: 75225 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AXTIVE CORP CENTRAL INDEX KEY: 0001015172 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 133778895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1445 ROSS AVENUE STREET 2: SUITE 4500 CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 214.397.0200 MAIL ADDRESS: STREET 1: 1445 ROSS AVENUE STREET 2: SUITE 4500 CITY: DALLAS STATE: TX ZIP: 75202 FORMER COMPANY: FORMER CONFORMED NAME: EDGE TECHNOLOGY GROUP INC DATE OF NAME CHANGE: 20000912 FORMER COMPANY: FORMER CONFORMED NAME: VISUAL EDGE SYSTEMS INC DATE OF NAME CHANGE: 19960604 4 1 primary_doc.xml PRIMARY DOCUMENT 4 2003-07-01 0 0001015172 AXTIVE CORP AXTV 0001238377 BEACHUM GRAHAM C III 0 1 1 0 Executive Vice President Common Stock, $0.01 par value 2003-07-01 2003-07-01 4 J 0 297674 0 A 697674 I See footnote. Right to acquire Common Stock 0 2003-07-01 2003-07-01 4 C 0 297674 0 D 2003-06-21 1988-08-08 Common Stock, $0.01 par value 297674 0 I See footnote 2. The 297,674 shares were acquired by TSTC International Holding Company ("TSTC") pursuant to a continuing right under a Bill of Sale and Asset Purchase Agreement dated June 21, 2002, by and between Axtive Software Corporation (which subsequently changed its name to TSTC), and the issuer. Pursuant to such documents, TSTC transferred certain intangible assets, including trademarks for "Axtive," and certain tangible assets to the issuer in consideration of the issuance by the issuer to TSTC of an intial amount of 400,000 shares on June 21, 2002, and, if during the one-year period after such date, the market price per share of the Common Stock had not traded at or above $0.75, an additional number of shares, such that the market value of the aggregate number of shares as of such anniversary date was equal to or greater than $300,000; provided, however, that in no event could the additional issuance exceed 297,674 shares. The reporting person is the sole shareholder and director of TSTC. See footnote 1. See footnote 1. Right to acquire Common Stock (for 297,674 shares) was fully exercised/converted pursuant to terms of Asset Purchase Agreement (see footnote 1) for the issuance of 297,674 shares of Common Stock to TSTC as reported in Table I. Graham C. Beachum III 2003-07-02 -----END PRIVACY-ENHANCED MESSAGE-----