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
PACIFIC BIOMETRICS INC [ PBME ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/28/2002 | ||||||||||||||||||||||||||
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 | 08/28/2002 | 08/28/2002 | S | 93,693(1)(2) | D | (2) | 6,447,738 | D | ||
Common Stock | 12/19/2002 | 12/19/2002 | D | 10,000(1) | D | (3) | 6,437,738 | D | ||
Common Stock | 02/06/2003 | 02/06/2003 | S | 310,255(1) | D | (4) | 6,127,483 | D | ||
Common Stock | 03/01/2003 | 03/01/2003 | S | 450,218(1) | D | (5) | 5,677,265 | D | ||
Common Stock | 05/31/2003 | 05/31/2003 | S | 814,828(1) | D | (6) | 4,862,437 | 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 | ||||||||
Agreement (Oblication to sell) | $0 | 08/28/2002 | 08/28/2002 | J(7) | 0(8) | 08/28/2002 | 08/28/2003 | Common Stock | (8) | (8) | 0(8) | D | |||
Agreement (Obligation to Sell) | $0 | 03/01/2002 | 03/01/2002 | J | 0(9) | 08/01/2004 | 08/01/2004 | Common Stock | 0(9) | $0(9) | 0(9) | D |
Explanation of Responses: |
1. All share numbers reported on this Form 4 give effect to a 1:3 reverse stock split on the Issuer's common stock effective on March 14, 2003 |
2. Shares transferred in private transactions to third parties as non-cash consideration for cancellation of $270,634 of indebtedness owed by Reporting Person and cancellation of equity in Reporting Person; value of the total consideration is not readily ascertainable |
3. Shares surrendered to the Issuer for non-cash consideration at a deemed value of $3.00 per share, pursuant to the terms of an investment agreement between Reporting Person and Issuer |
4. Shares transferred in private transaction to third parties as non-cash consideration for cancellation of $338,020 of indebtedness owed by Reporting Person and cancellation of equity in Reporting Person; value of the total consideration is not readily ascertainable. |
5. Shares transferred in private transaction to third parties as non-cash consideration for transfer of their interest in LLC that is a shareholder and creditor of Reporting Person; value of total consideration is not readily ascertainable. |
6. Shares transferred in private transaction to third parties as non-cash consideration for cancellation of $63,642 of indebtedness owed by Reporting Person and cancellation of equity in Reporting Person;value of the total consideration is not readily ascertainable |
7. J/D |
8. Pursuant to the terms of an agreement between Issuer, Reporting Person and a creditor, Issuer granted shares of Common Stock to creditor in full satisfaction of debt, and granted anti-dilution protection on the shares. In the event Issuer is obligated to issue additional shares as a result of the anti-dilution protection, Reporting Person has agreed to surrender to Issuer and cancel an equal number of shares. The value and total number of Issuer subject to this obligation shares is not readily ascertainable. |
9. Pursuant to the terms of an agreement between Reporting Person and certain transferees of Issuer common stock, Reporting Person has agreed to transfer additional shares of Issuer held by Reporting Person to such transferees if the market value of the Issuer common stock on August 1, 2004 is less than a certain price. The value and total number of Issuer shares subject to this obligation is not readily ascertainable. |
Brenda Ready | 07/30/2003 | |
** 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. |