0001144204-15-000455.txt : 20150105 0001144204-15-000455.hdr.sgml : 20150105 20150105163018 ACCESSION NUMBER: 0001144204-15-000455 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141231 FILED AS OF DATE: 20150105 DATE AS OF CHANGE: 20150105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HICKOK INC CENTRAL INDEX KEY: 0000047307 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 340288470 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 10514 DUPONT AVE CITY: CLEVELAND STATE: OH ZIP: 44108 BUSINESS PHONE: 2165418060 MAIL ADDRESS: STREET 1: 10514 DUPONT AVE CITY: CLEVELAND STATE: OH ZIP: 44108 FORMER COMPANY: FORMER CONFORMED NAME: HICKOK ELECTRICAL INSTRUMENT CO DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Roundball LLC CENTRAL INDEX KEY: 0001539086 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-00147 FILM NUMBER: 15505305 BUSINESS ADDRESS: STREET 1: 1660 WEST 2ND STREET SUITE 1100 CITY: CLEVELAND STATE: OH ZIP: 44113 BUSINESS PHONE: 216-583-7340 MAIL ADDRESS: STREET 1: 1660 WEST 2ND STREET SUITE 1100 CITY: CLEVELAND STATE: OH ZIP: 44113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rosen Steven CENTRAL INDEX KEY: 0001545202 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-00147 FILM NUMBER: 15505306 MAIL ADDRESS: STREET 1: 25101 CHAGRIN BOULEVARD SUITE 350 CITY: BEACHWOOD STATE: OH ZIP: 44122 4 1 v398010_form4.xml FORM 4 X0306 4 2014-12-31 0 0000047307 HICKOK INC HICKA 0001545202 Rosen Steven 25101 CHAGRIN BOULEVARD SUITE 350 BEACHWOOD OH 44122 1 0 1 0 0001539086 Roundball LLC 1660 WEST 2ND STREET SUITE 1100 CLEVELAND OH 44113 1 0 1 0 Class B Common Stock 2014-12-31 2014-12-31 4 J 0 20000 A 40000 I See Footnote Convertible Loan Agreement 1.85 2014-12-31 2014-12-31 4 A 0 387503 A 2014-12-31 2015-12-30 Class B Common Stock 387503 487836 I See Footnote This Form 4 is being filed by the undersigned as well as the entity listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). The ownership of these securities is directly held by Roundball, LLC ("Roundball") and ownership is indirectly attributable to Steven Rosen under the SEC rules. Mr. Rosen has a pecuniary interest in 14.29% of the assets held by Seven Investors, LLC, and ownership attributed through immediate family members' interests in 75% of the LJNP Trust. Seven Investors, LLC, and LJNP Trust each own 25% of Roundball, LLC ("Roundball"), but such entities do not maintain investment control of the investment in the Issuer by Roundball. In accordance with instruction 4(b)(v) to Form 4, the entire amount of the Hickok, Inc.'s (the "Issuer") securities held by Roundball is reported herein. For purposes of the Securities Exchange Act of 1934, each Reporting Person disclaims beneficial ownership of any securities, except to the extent of his/its pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise. The shares were issued as consideration to Roundball for entering into Amendment No. 3 to the Convertible Loan Agreement. Roundball also holds 320,918 shares of Class A Common Stock. Pursuant to the Convertible Loan Agreement, as amended, Roundball has the right to convert all amounts outstanding into the Issuer's Class B Common Stock (including standard anti-dilution provisions). The amount that could be borrowed by the Issuer is up to approximately $716,880. The Issuer's articles of incorporation require it to seek approval from its shareholders for issuance of any Class B Common Stock. The Borrower agrees to include such a proposal in its 2015 Annual Meeting proxy materials. Included in the total are: 100,000 shares of Class A Common Stock held by Roundball, and options to acquire 333 shares of Class A Common Stock held by Mr. Rosen. Exhibit: Joint Filer Information /s/ Steven Rosen 2015-01-05 /s/Frederick Widen, Manager, Roundball 2015-01-05 EX-99.1 2 v398010_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

Joint Filer Information

 

Names: Roundball, LLC

 

Address: 25101 Chagrin Boulevard, Suite 350, Beachwood, Ohio 44122

Designated Filer: Steven Rosen

 

Issuer and Ticker Symbol: Hickok Inc. [HICKA]

 

Date of Event Requiring Statement: December 31, 2014

 

The undersigned, Roundball, LLC, is jointly filing the attached Initial Statement of Beneficial Ownership on Form 4 with Steven Rosen with respect to the beneficial ownership of securities of Hickok Inc.

Signatures:

 

ROUNDBALL, LLC  
     
     
     
By: /s/ Frederick Widen  
Name: Frederick Widen  
Title: Manager, Roundball, LLC