0001140361-15-043504.txt : 20151203 0001140361-15-043504.hdr.sgml : 20151203 20151203130234 ACCESSION NUMBER: 0001140361-15-043504 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130517 FILED AS OF DATE: 20151203 DATE AS OF CHANGE: 20151203 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COMMUNICATION INTELLIGENCE CORP CENTRAL INDEX KEY: 0000727634 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942790442 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 275 SHORELINE DR STREET 2: STE 500 CITY: REDWOOD SHORES STATE: CA ZIP: 94065 BUSINESS PHONE: 6508027888 MAIL ADDRESS: STREET 1: 275 SHORELINE DR STREET 2: STE 500 CITY: REDWOOD SHORES STATE: CA ZIP: 94065 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Engmann Michael W. CENTRAL INDEX KEY: 0001483390 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19301 FILM NUMBER: 151266824 MAIL ADDRESS: STREET 1: 220 BUSH STREET STREET 2: SUITE 950 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 4 1 doc1.xml FORM 4 X0306 4 2013-05-17 0 0000727634 COMMUNICATION INTELLIGENCE CORP CICI 0001483390 Engmann Michael W. 220 BUSH STREET SUITE 950 SAN FRANCISCO CA 94104 1 0 1 0 Series D-1 Preferred 0.0225 2013-05-17 4 P 0 40000 A 2013-05-17 Common Stock 1777778 40000 D Series D-2 Preferred 0.05 2013-05-17 4 P 0 160000 A 2013-05-17 Common Stock 3200000 160000 D Warrants 0.03 2013-11-06 4 J 0 6250000 A 2013-11-06 2016-11-05 Common Stock 6250000 6250000 D Warrants 0.03 2013-12-13 4 J 0 5000000 A 2013-12-13 2016-12-12 Common Stock 5000000 5000000 D Warrants 0.0275 2013-12-31 4 J 0 4881407 A 2013-12-31 2016-12-30 Common Stock 4881407 4881407 D Series D-1 Preferred 0.0225 2013-12-31 4 J 0 357415 A 2013-12-31 Common Stock 15885111 397415 D Series D-2 Preferred 0.05 2013-12-31 4 J 0 178707 A 2013-12-31 Common Stock 3574140 338707 D Series D-1 Preferred 0.0225 2013-12-31 4 J 0 133333 A 2013-12-31 Common Stock 5925911 533308 D Series D-2 Preferred 0.05 2013-12-31 4 J 0 66667 A 2013-12-31 Common Stock 1333340 415616 D Series D-1 Preferred 0.0225 2013-12-31 4 J 0 40000 D 2013-05-17 Common Stock 1777778 493308 D Series D-2 Preferred 0.05 2013-12-31 4 J 0 160000 D 2013-05-17 Common Stock 3200000 255616 D Warrants 0.0275 2013-12-31 4 J 0 1818181 A 2013-12-31 2016-12-31 Common Stock 1818181 6699588 D Warrants 0.0275 2014-05-15 4 J 0 4881407 A 2014-05-15 2017-05-14 Common Stock 4881407 4881407 D Warrants 0.0275 2014-05-15 4 J 0 1818181 A 2014-05-15 2016-12-31 Common Stock 1818181 1818181 D Series D-1 Preferred 0.0225 2014-08-05 4 P 0 400000 1.00 A 2014-08-05 Common Stock 17777778 893308 D Warrants 0.0275 2014-08-14 4 J 0 1818181 A 2014-08-14 2016-12-31 Common Stock 1818181 1818181 D Warrants 0.0275 2014-08-14 4 J 0 4881407 A 2014-08-14 2017-08-13 Common Stock 4881407 4881407 D Warrants 0.0275 2014-11-14 4 J 0 1818181 A 2014-11-14 2016-12-31 Common Stock 1818181 1818181 D Warrants 0.0275 2014-11-14 4 J 0 4881407 A 2014-11-14 2017-11-13 Common Stock 4881407 4881407 D Series D-1 Preferred 0.0225 2015-03-24 4 P 0 1000000 A 2015-03-24 Common Stock 44444444 1961504 D Warrants 0.0225 2015-03-24 4 P 0 1000000 A 2015-03-24 2018-03-23 Common Stock 22222222 1000000 D Series D-1 Preferred 0.0225 2015-07-23 4 P 0 200000 A 2015-07-23 Common Stock 8888889 2161504 D Warrants 0.0125 2015-07-23 4 P 0 200000 A 2015-07-23 2018-07-22 Common Stock 8000000 200000 D Series D-1 Preferred 0.0225 2015-09-30 4 J 0 130284 A 2015-09-30 Common Stock 5790400 2291788 D Series D-2 Preferred 0.05 2015-09-30 4 J 0 21657 A 2015-09-30 Common Stock 433140 304116 D Warrants 0.0225 2015-11-10 4 H 0 1000000 D 2015-03-24 2018-03-23 Common Stock 22222222 0 D Warrants 0.0125 2015-11-10 4 P 0 1000000 A 2015-11-10 2018-03-23 Common Stock 16000000 1000000 D Warrants 0.0125 2015-11-10 4 J 0 17777778 A 2015-11-10 2018-11-09 Common Stock 17777778 17777778 D Options 0.008 2015-11-16 4 A 0 1000000 A 2023-11-15 Common Stock 1000000 1000000 D The conversion rights of these securities do not expire. These securities are components of the Issuer's Series D Convertible Preferred Stock units. Each unit had a price of $5 and consisted of one share of Series D-1 Convertible Preferred Stock ("Series D-1") and four shares of Series D-2 Convertible Preferred Stock ("Series D-2"). These securities are owned solely by Michael W. Engmann, who is a member of a "group" for purposes of section 13(d) of the Securities Exchange Act of 1934, as amended, with MDNH Partners, LP, a California limited partnership. These securities were issued under the terms of certain indebtedness of the Issuer to Mr. Engmann that entitled him to receive warrants based on whether the Issuer achieved certain revenue targets. These securities were issued under the terms of certain indebtedness of the Issuer to Mr. Engmann and interest thereon, which terms entitled him to receive warrants based on whether the Issuer achieved certain revenue targets. These securities were issued in exchange for the conversion of $525,000 in indebtedness of the Issuer to Mr. Engmann and $11,122 in interest thereon. These securities are components of the Issuer's Units issued on December 31, 2013. Each Unit had a price of $3 and consisted of two shares of Series D-1 and one share of Series D-2. Mr. Engmann received them and the warrants described in Note 10 in exchange for the securities issued on May 17, 2013 described above and the conversion of indebtedness of the Issuer to Mr. Engmann. On December 31, 2013, Mr. Engmann received a stock dividend of 2,560 shares of Series D-1 and 10,242 shares of Series D-2. These securities were exchanged as described in Note 7 and the Issuer's Form 8-K filed January 7, 2014. These warrants were issued in connection with the transactions described in Notes 7 and 9. As described in the Form 8-K referred to in Note 9, those transactions entitled Mr. Engmann to receive additional warrants based on whether the Issuer achieved certain revenue targets in 2014. These are additional warrants issued as described in Note 10. These securities are components of the Issuer's units issued on this date at a purchase price of $1.00 per unit. Each unit consisted of one share of Series D-1 and one warrant to purchase 22.22 shares of the Issuer's common stock. On December 31, 2014, Mr. Engmann received a stock dividend of 68,196 shares of Series D-1 and 26,843 shares of Series D-2. These securities are components of the Issuer's units issued on this date at a purchase price of $1.00 per unit. Each unit consisted of one share of Series D-1 and one warrant to purchase 40 shares of the Issuer's common stock. Stock dividend. On this date, the exercise price of the Warrants issued March 24, 2015 was reduced and Mr. Engmann was issued additional warrants. These options were granted under the Issuer's 2011 Stock Compensation Plan in connection with Mr. Engmann's service as a director of the Issuer, will vest quarterly over three years and have a seven-year term. Michael W. Engmann 2015-12-02