0001079973-24-000149.txt : 20240130 0001079973-24-000149.hdr.sgml : 20240130 20240130100758 ACCESSION NUMBER: 0001079973-24-000149 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231231 FILED AS OF DATE: 20240130 DATE AS OF CHANGE: 20240130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Graham Gary John CENTRAL INDEX KEY: 0001794353 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41396 FILM NUMBER: 24576227 MAIL ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STREET 2: SUITE 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: First Capital Holdings LLC CENTRAL INDEX KEY: 0001720331 ORGANIZATION NAME: STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41396 FILM NUMBER: 24576224 BUSINESS ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STREET 2: STE 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 3039037569 MAIL ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STREET 2: STE 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: IDTEC, LLC CENTRAL INDEX KEY: 0001816087 ORGANIZATION NAME: STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41396 FILM NUMBER: 24576226 BUSINESS ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STREET 2: SUITE 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 303-903-7569 MAIL ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STREET 2: SUITE 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SOBR Safe LLC CENTRAL INDEX KEY: 0001798461 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41396 FILM NUMBER: 24576225 BUSINESS ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STE. 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 303-903-7569 MAIL ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STE. 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SOBR Safe, Inc. CENTRAL INDEX KEY: 0001425627 STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721] ORGANIZATION NAME: 04 Manufacturing IRS NUMBER: 260731818 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STREET 2: SUITE 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 844-762-7723 MAIL ADDRESS: STREET 1: 6400 S. FIDDLERS GREEN CIRCLE STREET 2: SUITE 1400 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 FORMER COMPANY: FORMER CONFORMED NAME: TransBiotec, Inc. DATE OF NAME CHANGE: 20120302 FORMER COMPANY: FORMER CONFORMED NAME: IMAGINE MEDIA LTD DATE OF NAME CHANGE: 20080130 5 1 ownership.xml X0508 5 2023-12-31 0 1 1 0001425627 SOBR Safe, Inc. SOBR 0001794353 Graham Gary John 6400 S. FIDDLERS GREEN CIRCLE, STE 1400 GREENWOOD VILLAGE CO 80111 0 0 1 0 0001816087 IDTEC, LLC 6400 S. FIDDLERS GREEN CIRCLE, STE 1400 GREENWOOD VILLAGE CO 80111 0 0 1 0 0001798461 SOBR Safe LLC 6400 S. FIDDLERS GREEN CIRCLE STE. 1400 GREENWOOD VILLAGE CO 80111 0 0 1 0 0001720331 First Capital Holdings LLC 6400 S. FIDDLERS GREEN CIRLCE, STE 1400 GREENWOOD VILLAGE CO 80111 0 0 1 0 0 Common Stock 3 11322575 D Common Stock 2020-09-23 4 J 0 L 1025829 D 11322575 I By IDTEC, LLC Common Stock 2020-09-23 4 J 0 L 1025829 D 11322575 D Common Stock 2020-12-15 4 C 0 L 2743169 1.00 A 11322675 I By SOBR SAFE, LLC Common Stock 2020-12-15 4 C 0 L 2743169 1.00 A 2743169 D Common Stock 2020-12-30 4 J 0 L 3128896 D 11322575 I By IDTEC, LLC Common Stock 2020-12-30 4 J 0 L 3128896 D 11322575 D Common Stock 2020-12-31 4 C 0 L 3103028 A 11322575 I By IDTEC, LLC Common Stock 2020-12-31 4 C 0 L 3103028 A 11322575 D Common Stock 2022-01-20 4 X 0 L 176938 0.50 A 2711923 I By IDTEC, LLC Common Stock 2022-01-20 4 X 0 L 176938 0.50 A 2711923 D Common Stock 2022-03-01 4 J 0 L 2000000 D 2711923 I By IDTEC, LLC Common Stock 2022-03-01 4 J 0 L 2000000 D 2711923 D Common Stock 2022-06-30 4 J 0 L 888750 D 2711923 I By SOBR SAFE, LLC Common Stock 2022-06-30 4 J 0 L 888750 D 25639 D Common Stock 2023-06-12 4 C 0 L 666667 A 2542616 I By First Capital Holdings, LLC Common Stock 2023-06-12 4 C 0 L 666667 A 2542616 D Series A-1 Preferred Stock 1.00 3 2019-12-12 Common Stock 2700000 2700000 I By SOBR SAFE, LLC Series A-1 Preferred Stock 1.00 3 2019-12-12 Common Stock 2700000 2700000 D Convertible Note 0.50 3 2020-06-05 Common Stock 3103028 3103028 I By IDTEC, LLC Convertible Note 0.50 3 2020-06-05 Common Stock 3103028 3103028 D Warrant 0.50 3 2020-06-05 2025-06-04 Common Stock 320000 320000 I By IDTEC, LLC Warrant 0.50 3 2020-06-05 2025-06-04 Common Stock 320000 320000 D Series A-1 Preferred Stock 1.00 2020-12-15 4 C 0 L 2743169 1.00 D 2019-12-12 Common Stock 2743169 0 I By SOBR SAFE, LLC Series A-1 Preferred Stock 1.00 2020-12-15 4 C 0 L 2743169 1.00 D 2019-12-12 Common Stock 2743169 0 D Convertible Note 0.50 2020-12-31 4 X 0 L 3103028 D 2020-06-05 Common Stock 3103028 0 I By IDTEC, LLC Convertible Note 0.50 2020-12-31 4 X 0 L 3103028 D 2020-06-05 Common Stock 3103028 0 D Warrant 0.50 2022-01-20 4 X 0 L 176938 D 2020-06-05 2025-06-04 Common Stock 320000 143062 I By IDTEC, LLC Warrant 0.50 2022-01-20 4 X 0 L 176938 D 2020-06-05 2025-06-04 Common Stock 320000 143062 D Series B Preferred Stock 1.84 2022-03-01 4 J 0 L 2000000 A 2022-09-01 Common Stock 2000000 2000000 I By IDTEC, LLC Series B Preferred Stock 1.84 2022-03-01 4 J 0 L 2000000 A 2022-09-01 Common Stock 2000000 2000000 D Series B Preferred Stock 1.84 2023-04-30 4 C 0 L 666667 D 2022-09-01 Common Stock 666667 0 I By First Capital Holdings, LLC Series B Preferred Stock 1.84 2023-04-30 4 C 0 L 666667 D 2022-09-01 Common Stock 666667 0 D Issued to IDTEC, LLC pursuant to an Asset Purchase Agreement dated May 6, 2019 (and Amendment No. 1 thereto dated March 9, 2020, together the "APA") between the Issuer and IDTEC, LLC, and related transactions (together with the asset purchase the "Transaction"), under which IDTEC LLC was issued (i) 12,000,000 shares of the Issuer's common stock, (ii) a convertible promissory note ( the "Note") in the principal amount of $1,485,189 with a conversion price of $0.50 per share, and (iii) a warrant (the "Warrant") to purchase up to 320,000 shares of the Issuer's common stock at an exercise price of $0.50 per share.. Mr. Gary Graham was the Manager of a limited liability company that was the Managing Member of IDTEC, LLC. Amounts in all rows in this Column 6 pertain to Gary J. Graham as to the total amount of shares reflected at the end of each fiscal year; pertain to IDTEC, LLC, First Capital Holdings, LLC and First Capital Ventures, LLC as to the total number of shares indicated minus 25,316 shares (after the 1:3 reverse stock split effected on April 28, 2022) underlying stock options held of record by Gary J. Graham, individually. Transactions by SOBR SAFE, LLC pertain only to Gary J. Graham and First Capital Holdings, LLC. Distribution by IDTEC, LLC of an aggregate of 1,025,829 shares of common stock of the Issuer to its members. Mr. Gary Graham was the Manager of a limited liability company that was the Managing Member of IDTEC, LLC. Conversion by SOBR SAFE, LLC of 2,700,000 shares of series A-1 preferred stock, plus accrued dividends, to shares of common stock. Mr. Gary Graham was the Manager of a limited liability company that was the Managing Member of SOBR SAFE, LLC. Transfer by IDTEC, LLC of an aggregate of 3,128,896 shares of common stock of the Issuer to 24 individuals or entities that had assisted the company. Mr. Gary Graham was the Manager of a limited liability company that was the Managing Member of IDTEC, LLC. Conversion by IDTEC, LLC of principal and accrued interest on the Note into 3,103,028 shares of common stock of the Issuer at $0.50 per share. Mr. Gary Graham was the Manager of a limited liability company that was the Managing Member of IDTEC, LLC. Exercise by IDTEC, LLC of the Warrant. Exchange by IDTEC, LLC of 2,000,000 shares of common stock of the Issuer for 2,000,000 shares of preferred stock of the Issuer. Mr. Gary Graham was the Manager of a limited liability company that was the Managing Member of IDTEC, LLC. Liquidating distribution by SOBR SAFE LLC to its members with 25,639 shares retained to cover liquidation expenses. Mr. Gary Graham was the Manager of a limited liability company that was the Managing Member of SOBR SAFE, LLC. Conversion by First Capital Holdings, LLC, the successor of IDTEC LLC, of 666,667 shares of series B preferred stock of the Issuer into 666,667 shares of common stock of the Issuer. Mr. Gary Graham is the Manager of First Capital Holdings, LLC. The Issuer effected a 1:3 reverse stock split on April 28, 2022. The series A-1 preferred stock and the series B preferred stock are convertible for as long as the shares are outstanding. The Note is convertible until maturity. /s/ Gary J. Graham 2024-01-30 FIRST CAPITAL HOLDINGS LLC: /s/ Gary J. Graham, Manager 2024-01-30 IDTEC, LLC - BY: FIRST CAPITAL VENTURES, LLC, Managing Member: /s/ Gary J. Graham, Manager 2024-01-30 SOBR SAFE, LLC - BY FIRST CAPITAL VENTURES, LLC. Managing Member: /s/ Gary J. Graham, Manager 2024-01-30