0001567619-18-006850.txt : 20181121
0001567619-18-006850.hdr.sgml : 20181121
20181121173459
ACCESSION NUMBER: 0001567619-18-006850
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20181120
FILED AS OF DATE: 20181121
DATE AS OF CHANGE: 20181121
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: PITON CAPITAL PARTNERS LLC
CENTRAL INDEX KEY: 0001644342
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-50494
FILM NUMBER: 181198888
BUSINESS ADDRESS:
STREET 1: C/O KOKINO LLC
STREET 2: 201 TRESSER BOULEVARD, 3RD FLOOR
CITY: STAMFORD
STATE: CT
ZIP: 06901
BUSINESS PHONE: (405) 936-6220
MAIL ADDRESS:
STREET 1: C/O NORTH BAY ASSOCIATES
STREET 2: 14000 QUAIL SPRINGS PARKWAY, SUITE 2200
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73134
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: usell.com, Inc.
CENTRAL INDEX KEY: 0001271075
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200]
IRS NUMBER: 980412432
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 171 MADISON AVE.
STREET 2: 17 FL.,
CITY: NEW YORK
STATE: NY
ZIP: 10016
BUSINESS PHONE: (212) 213-6805
MAIL ADDRESS:
STREET 1: 171 MADISON AVE.
STREET 2: 17 FL.,
CITY: NEW YORK
STATE: NY
ZIP: 10016
FORMER COMPANY:
FORMER CONFORMED NAME: Upstream Worldwide, Inc.
DATE OF NAME CHANGE: 20100621
FORMER COMPANY:
FORMER CONFORMED NAME: MONEY4GOLD HOLDINGS INC
DATE OF NAME CHANGE: 20080729
FORMER COMPANY:
FORMER CONFORMED NAME: EFFECTIVE PROFITABLE SOFTWARE, INC.
DATE OF NAME CHANGE: 20050607
4
1
doc1.xml
FORM 4
X0306
4
2018-11-20
0
0001271075
usell.com, Inc.
USEL
0001644342
PITON CAPITAL PARTNERS LLC
C/O KOKINO LLC
201 TRESSER BOULEVARD, 3RD FLOOR
STAMFORD
CT
06901
0
0
1
0
Common Stock
4858837
D
Stock Options (Right to Buy)
1
2016-12-20
2021-12-20
Common Stock
500000
500000
D
Convertible Promissory Note
0.30
2018-11-20
4
P
0
1800000
1800000
A
2018-11-20
2022-11-20
Common Stock
6000000
6500000
D
Piton Capital Partners LLC, a Delaware limited liability company ("Piton") and family client of Kokino LLC ("Kokino"), also reports beneficial ownership of the Issuer's common stock pursuant to Rule 13d-1 of the Securities Exchange Act of 1934, as amended, pursuant to a Schedule 13D filed jointly by Leslie J. Schreyer, as Trustee under Trust Agreement dated December 23, 1989 FBO the issue of Jonathan D. Sackler (the "Trust"), M3C Holdings LLC ("M3C"), Robert Averick and Piton, with the SEC on December 30, 2016 (as amended by Amendment No. 1 filed on June 2, 2017, Amendment No. 2 filed on November 22, 2017 and Amendment No. 3 filed on October 26, 2018, the "Schedule 13D").
Represents shares of the Issuer's common stock ("Shares") beneficially owned by Piton. The Trust, M3C and Mr. Averick are members of Piton. Piton's managing member is Piton Capital Management LLC ("PCM"). PCM's managing member is Kokino, and Kokino is Piton's trading manager. Mr. Averick manages the Trust's, M3C's and Piton's investments in the Issuer as Kokino's Portfolio Manager. Mr. Averick holds an economic interest in Piton (which interest may be held directly and, from time to time, indirectly through PCM). Also, Mr. Averick's incentive compensation as an employee of Kokino, which is calculated in Kokino's discretion, may be based, among other things, on the performance of Shares held by the Trust, M3C and Piton. Such compensation may be paid in cash and/or by way of increasing Mr. Averick's interest in Piton (either directly or indirectly through PCM).
Represents the aggregate shares of common stock that Piton has the right to purchase from Scott Tepfer under stock options that are immediately exercisable by Piton (as described in the Schedule 13D). As described in the Schedule 13D, Scott Tepfer granted the options to Piton on December 20, 2016.
This convertible promissory note (the "Note") bears interest at the rate of 5% per annum. At the election of Piton, all principal and accrued interest under the Note may be converted into the Issuer's common stock using an initial conversion price of $0.30 per share. The terms of the Note are described in greater detail in the Form 8-K filed by the Issuer with the SEC on November 21, 2018. In connection with purchasing the Note, Piton received the right to purchase a yet-to-be determined amount of common stock from Brian Tepfer for a purchase price of $0.20 per share. The amount of shares that Piton can purchase from Brian Tepfer will be communicated to Piton by the Company on or around December 3, 2018.
The aggregate amount of all debt securities issued is $1,800,000.
/s/ Douglas Kline, Chief Operating Officer of Kokino LLC, managing member of Piton Capital Management LLC, managing member of Piton Capital Partners LLC
2018-11-21