SEC Form 4
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*
Cathaya Capital LP

(Last) (First) (Middle)
1501-08 MILLENNIUM CITY 5
418 KWUN TONG ROAD

(Street)
KWUN TONG K3 418

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ZAP [ ZAAP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 10% Group
3. Date of Earliest Transaction (Month/Day/Year)
02/21/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 02/21/2017 02/21/2017 A 43,272,865(1) A $0.033 221,775,743 I See Footnotes(1)(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Employee Stock Option $0.39 08/06/2009 A 1,000,000 08/06/2019 08/05/2019 Common stock 1,000,000 $0 1,000,000 D(3)
Employee Stock Option $0.39 08/06/2009 A 5,600,364 (4) 08/05/2019 Common Stock 5,600,354 $0 6,600,364 D(4)
1. Name and Address of Reporting Person*
Cathaya Capital LP

(Last) (First) (Middle)
1501-08 MILLENNIUM CITY 5
418 KWUN TONG ROAD

(Street)
KWUN TONG K3 418

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 10% Group
1. Name and Address of Reporting Person*
LU PRISCILLA M

(Last) (First) (Middle)

(Street)

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 10% Owner Group
1. Name and Address of Reporting Person*
China Electric Vehicle Corp

(Last) (First) (Middle)
1501-08 MILLENNIUM CITY 5
KWUN TONG ROAD 418

(Street)
KWUN TONG K3 418

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 10% Owner Group
1. Name and Address of Reporting Person*
Better World International Ltd

(Last) (First) (Middle)
1501-08 MILLENNIUM CITY 5
KWUN TONG ROAD

(Street)
KWUN TONG K3 418

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 10% Owner Group
Explanation of Responses:
1. These shares were issued in lieu of the payment of interest owed to China Electric Vehicle Corporation on the Issuer's Senior Convertible Note dated January 12, 2011 and in satisfaction of indebtedness owed by the Issuer to Cathaya Management Co. Limited and to Better World International Hong Kong. China Electric Vehicle Corporation, Cathaya Management Co. Limited and Better World International are affiliates of the Reporting Person.
2. Priscilla M. Lu disclaims beneficial ownership of the Issuer's securities reported herein except to the extent of her pecuniary interest.
3. This option was granted to Priscilla M. Lu on August 6, 2009 and fully was vested and immediately exercisable on the date of grant.
4. This option was granted to Priscilla M. Lu on August 6, 2009 and becomes fully vested and exercisable in three equal installments beginning August 6, 2009.
Remarks:
/s/ Priscilla M. Lu, General Partner of Cathaya Capital L. P. 03/31/2017
/s/ Priscilla M. Lu 03/31/2017
/s/ Priscilla M. Lu, director of China Electric Vehicle Corporation 03/31/2017
By: /s/ Priscilla M. Lu, director of Better World International Ltd. 03/31/2017
** 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).
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