SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Spinner Peter

(Last) (First) (Middle)
C/O MOJO ORGANICS, INC.
101 HUDSON STREET, 21ST FLOOR

(Street)
JERSEY CITY NJ 07302

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/29/2014
3. Issuer Name and Ticker or Trading Symbol
Mojo Organics, Inc. [ MOJO ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 1,575,000(1) D
Common Stock 1,648,352 I Wyatts Torch Equity Partners LP(2)
Common Stock 150,000 I Peter & Stephanie Spinner JTTF
Common Stock 10,000 I Stephanie Spinner IRA(4)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Purchase Warrant 03/13/2014 03/13/2019 Common Stock 732,905 $0.91 I Wyatts Torch Equity Partners LP(2)
Stock Option (right to buy) (3) 08/14/2019 Common Stock 192,000 $0.255 D
Explanation of Responses:
1. Represents shares of restricted stock, of which 1,500,000 shares vest upon the achievement of performance goals and the remaining 75,000 shares vest on March 17, 2015.
2. Mr. Spinner is the portfolio manager and also the managing member of the general partner of Wyatts Torch Equity Partners LP, and as such, controls the voting and disposition of such shares. Mr. Spinner disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Spinner is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
3. The options become exercisable in four equal installments on February 14, 2015, August 14, 2015, February 14, 2016 and August 14, 2016.
4. Mr. Spinner disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Spinner is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Remarks:
/s/ Peter Spinner 10/29/2014
** 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 5 (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.
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