0001493152-22-013439.txt : 20220516 0001493152-22-013439.hdr.sgml : 20220516 20220516060633 ACCESSION NUMBER: 0001493152-22-013439 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220512 FILED AS OF DATE: 20220516 DATE AS OF CHANGE: 20220516 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kohen Ran Roland CENTRAL INDEX KEY: 0001634483 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41276 FILM NUMBER: 22925205 MAIL ADDRESS: STREET 1: 20735 NE 32 PL CITY: AVENTURA STATE: FL ZIP: 33180 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SQL Technologies Corp. CENTRAL INDEX KEY: 0001598981 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC LIGHTING & WIRING EQUIPMENT [3640] IRS NUMBER: 463645414 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2855 W. MCNAB ROAD CITY: POMPANO BEACH STATE: FL ZIP: 33069 BUSINESS PHONE: (855) 759-7584 MAIL ADDRESS: STREET 1: 2855 W. MCNAB ROAD CITY: POMPANO BEACH STATE: FL ZIP: 33069 FORMER COMPANY: FORMER CONFORMED NAME: Safety Quick Lighting & Fans Corp. DATE OF NAME CHANGE: 20140203 4 1 ownership.xml X0306 4 2022-05-12 0 0001598981 SQL Technologies Corp. SKYX 0001634483 Kohen Ran Roland C/O SQL TECHNOLOGIES CORP. 2855 W. MCNAB ROAD POMPANO BEACH FL 33069 1 1 1 0 Executive Chairman Common Stock, no par value 2022-05-12 4 P 0 5000 4.28 A 5001 D Common Stock, no par value 9143969 I By KRNB Holdings LLC Common Stock, no par value 100000 I By Family Stock Option (right to buy) 0.6 2017-11-15 2025-11-15 Common Stock, no par value 1000000 1000000 D Stock Option (right to buy) 6 2024-09-01 Common Stock, no par value 1140000 1140000 D Stock Option (right to buy) 12 2027-01-01 Common Stock, no par value 1140000 1140000 D Stock Option (right to buy) 3 Common Stock, no par value 1500000 1500000 D Stock Option (right to buy) 4 Common Stock, no par value 1500000 1500000 D Stock Option (right to buy) 5 Common Stock, no par value 1000000 1000000 D Stock Option (right to buy) 6 Common Stock, no par value 2000000 2000000 D Stock Option (right to buy) 7 Common Stock, no par value 2000000 2000000 D Stock Option (right to buy) 8 Common Stock, no par value 2000000 2000000 D Stock Option (right to buy) 12 2027-01-01 Common Stock, no par value 10000000 10000000 D These securities are owned by KRNB Holdings LLC, of which the reporting person is the sole owner and the manager. These options were granted on September 1, 2019 and vest as to 120,000 shares on January 1, 2020, with the remainder vesting in three equal annual installments of 340,000 shares beginning on the first anniversary of the date of grant, subject to continued service through the applicable vesting date. These options were granted on January 1, 2022 and vest as to 120,000 shares on January 1, 2023, with the remainder vesting in three equal annual installments of 340,000 shares beginning on the first anniversary of the date of grant, subject to continued service through the applicable vesting date. Pursuant to the chairman agreement, the reporting person was granted the following supplemental bonus options as it was determined that the applicable performance conditions had been satisfied: (i) options to purchase 1,500,000 shares of common stock at an exercise price of $3.00 per share; (ii) options to purchase 500,000 shares of common stock at an exercise price of $4.00 per share; and (iii) options to purchase 1,000,000 shares of common stock at an exercise price of $6.00 per share. These options were immediately exercisable and expire November 21, 2024. Pursuant to the chairman agreement, the reporting person has the following options as supplemental bonus compensation, subject to the issuer achieving the specified market capitalization: (i) options to purchase 500,000 shares of common stock at $4.00 per share, upon the issuer achieving each of the following market capitalizations: $1.5 billion and $2.0 billion; (ii) options to purchase 500,000 shares of common stock at $5.00 per share, upon the issuer achieving each of the following market capitalizations: $2.5 billion and $3.0 billion; (iii) options to purchase 500,000 shares of common stock at an exercise price of $6.00 per share, upon the issuer achieving each of the following market capitalizations: $1.5 billion and $2.0 billion; (continued) (iv) options to purchase 500,000 shares of common stock at an exercise price of $7.00 per share, upon the issuer achieving each of the following market capitalizations: $3.0 billion, $4.0 billion, $5.0 billion and $6.0 billion; and (v) options to purchase 500,000 shares of common stock at an exercise price of $8.00 per share, upon the issuer achieving each of the following market capitalizations: $7.0 billion, $8.0 billion, $9.0 billion and $10.0 billion. Options are subject to continued service through the applicable vesting date. Pursuant to the chairman agreement, in the event the issuer achieves a $10.0 billion valuation, for each valuation increase of $1.0 billion up to $30.0 billion, the reporting person has options to purchase 500,000 shares at an exercise price of $12.00 per share. Options are subject to continued service through the applicable vesting date. The price reported represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.93 and $4.51 per share. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price. Power of Attorney is attached hereto as Exhibit 24. /s/ Ran Roland Kohen 2022-05-13 EX-24 2 ex24.htm

 

Exhibit 24

 

POWER OF ATTORNEY

 

The undersigned constitutes and appoints Rani R. Kohen, John P. Campi, Marc-Andre Boisseau and Patricia Barron, or any of them acting singly, as the undersigned’s true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for the undersigned and in the undersigned’s name, place and stead, to:

 

1.prepare, sign, and submit to the Securities and Exchange Commission (the “SEC”) on its Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) Filer Management website a Form ID application, including any amendments and exhibits thereto, and any other related documents as may be necessary or appropriate, to obtain from the SEC access codes to permit filing on the SEC’s EDGAR system, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done as required by any rule or regulation of the SEC and the EDGAR Filer Manual as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof; and
   
2.sign any and all SEC statements of beneficial ownership of securities of SQL Technologies Corp. on Forms 3, 4 and 5 as required under Section 16(a) of the Securities Exchange Act of 1934, as amended, and any amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the SEC, the Company and any stock exchange on which any of the Company’s securities are listed, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each act and thing requisite and necessary to be done under said Section 16(a), as fully and to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, may lawfully do or cause to be done by virtue hereof.

 

A copy of this power of attorney shall be filed with the SEC. The authorization set forth above shall continue in full force and effect until the undersigned revokes such authorization by written instructions to the attorneys-in-fact.

 

The authority granted hereby shall in no event be deemed to impose or create any duty on behalf of the attorneys-in-fact with respect to the undersigned’s obligations to file a Form ID and Forms 3, 4 and 5 with the SEC.

 

Dated: February 1, 2022    
    /s/ Rani Kohen
  Name: Rani Kohen