0001144204-19-018510.txt : 20190405
0001144204-19-018510.hdr.sgml : 20190405
20190405195659
ACCESSION NUMBER: 0001144204-19-018510
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20190403
FILED AS OF DATE: 20190405
DATE AS OF CHANGE: 20190405
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Clevenger Jeffrey G
CENTRAL INDEX KEY: 0001305268
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37481
FILM NUMBER: 19736228
MAIL ADDRESS:
STREET 1: 1700 LINCOLN STREET
STREET 2: SUITE 3050
CITY: DENVER
STATE: CO
ZIP: 80203
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Pershing Gold Corp.
CENTRAL INDEX KEY: 0001432196
STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040]
IRS NUMBER: 260657736
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1658 COLE BOULEVARD
STREET 2: BUILDING 6, SUITE 210
CITY: LAKEWOOD
STATE: CO
ZIP: 80401
BUSINESS PHONE: (877) 705-9357
MAIL ADDRESS:
STREET 1: 1658 COLE BOULEVARD
STREET 2: BUILDING 6, SUITE 210
CITY: LAKEWOOD
STATE: CO
ZIP: 80401
FORMER COMPANY:
FORMER CONFORMED NAME: Sagebrush Gold Ltd.
DATE OF NAME CHANGE: 20110519
FORMER COMPANY:
FORMER CONFORMED NAME: Empire Sports & Entertainment Holdings Co.
DATE OF NAME CHANGE: 20101005
FORMER COMPANY:
FORMER CONFORMED NAME: Excel Global, Inc.
DATE OF NAME CHANGE: 20080411
4
1
tv518323_4.xml
OWNERSHIP DOCUMENT
X0306
4
2019-04-03
1
0001432196
Pershing Gold Corp.
PGLC
0001305268
Clevenger Jeffrey G
1658 COLE BLVD., BLDG. 6, SUITE 210
LAKEWOOD
CO
80401
1
0
0
0
Restricted Stock Units
0
2019-04-03
4
D
0
12377
D
Common Stock
12377
0
D
This transaction reflects the disposition of the securities of the Issuer held by the reporting person pursuant to the Agreement and Plan of Merger dated September 28, 2018, as amended on March 1, 2019 (the "Merger Agreement"), by and among the Issuer, Americas Silver Corporation ("Americas Silver"), and R Merger Sub, Inc. The parties completed the merger (the "Merger") on April 3, 2019 (the "Closing Date"). On the Closing Date, the common shares of Americas Silver Corporation stock had a market value of $1.53 per share.
12,377 restricted stock units granted April 29, 2018; all units vested on the Closing Date.
Cancelled at the Closing Date and converted into the right to receive 0.715 of a common share of American Silver having a market value of $1.53 per share on the Closing Date for each share of the Issuer's common stock underlying such restricted stock unit.
Each Restricted Stock Unit is convertible into one share of Issuer common stock upon events specified in the Restricted Stock Unit Grant Agreement with the reporting person. Restricted Stock Units have no expiration date.
/s/ Eric Alexander, as attorney-in-fact
2019-04-05