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*
Katic Darren

(Last) (First) (Middle)
648 1ST STREET

(Street)
HERMOSA BEACH CA 90254

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HAWKER ENERGY, INC. [ HWKR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2015
4. 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 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
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
12% Convertible Promissory Note(1)(2) $0.1(1)(2)(3) 08/31/2015(5) J(4) $587,053 (1)(2) (5) Units(1)(2) 5,870,530 (4) $587,053 D
Explanation of Responses:
1. Reporting Person was issued a convertible promissory note in the original principal amount of $587,053, which bears simple interest at the rate of 12% per annum. $407,053 of the principal amount, together with any interest accrued thereon, is convertible at any time at the option of Reporting Person into Units at a conversion price of $0.10 per Unit ("Conversion Price"). $180,000 of the principal amount, together with any interest accrued thereon, is convertible at the maturity date (see note 5 below) at the option of Reporting Person into Units at the Conversion Price.
2. (Continued from note 1 above) Each "Unit" consists of one share of the Issuer's common stock and a warrant to purchase one-half share of the Issuer's common stock. Each warrant, if issued, has an exercise price of $0.25 per each whole share of the Issuer's common stock (subject to customary adjustments for stock dividends, stock splits, reorganizations and similar transactions) and an exercise period of three years from the date of issuance.
3. The Conversion Price subject to customary adjustments for stock dividends, stock splits, reorganizations and similar transactions. In addition, subject to certain customary exceptions, if at any time while the convertible promissory note is outstanding the Issuer issues shares of its common stock at a a price less than $0.10 per share (a "Lower Sale Price"), the Conversion Price shall automatically be adjusted to equal the Lower Sale Price.
4. Reporting Person was issued the convertible promissory note (a) in replacement of a previously issued non-convertible promissory note made by Issuer in favor of Reporting Person in the remaining principal amount of $378,000("Original Note"), as well as capitalization of $28,253 in accrued interest outstanding under the Original Note as of August 31,2015 and (b) as capitalization of $180,000 in unpaid bonuses owned by Issuer to Reporting Person as of August 31,2015.
5. The convertible promissory note has a maturity date of September 1, 2018. However, the maturity date will accelerate upon Reporting Person no longer being the Chief Executive Officer of the Issuer other than as a result of Reporting Person's voluntary resignation without good reason.
/s/Darren Katic 09/01/2015
** 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).
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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