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