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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
INTEGRATED FREIGHT Corp [ IFCR.OB ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/31/2009 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Common Stock | 02/01/2011 | J(1) | 500,000 | A | $0 | 0 | D | |||
Common Stock | 01/06/2011 | S | 717 | D | $0.85 | 0 | D | |||
Common Stock | 01/21/2011 | S | 100 | D | $0.73 | 0 | D | |||
Common Stock | 02/02/2011 | S | 1,000 | D | $0.78 | 0 | D | |||
Common Stock | 02/17/2011 | S | 900 | D | $0.73 | 0 | D | |||
Common Stock | 02/18/2011 | S | 1,820 | D | $0.75 | 0 | D | |||
Common Stock | 02/22/2011 | S | 10,680 | D | $0.77 | 0 | D | |||
Common Stock | 03/02/2011 | P | 5,000 | A | $0.35 | 0 | D | |||
Common Stock | 03/17/2011 | J(1) | 100,000 | A | $0 | 0 | D | |||
Common Stock | 03/23/2011 | J(2) | 300,000 | A | $0 | 0 | D | |||
Common Stock | 05/13/2011 | J(1) | 116,000 | A | $0 | 4,601,692(3) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Warrant 12-31-09 (right to buy) | $0.5 | 12/31/2009 | P | 5,480 | 12/31/2009 | 12/31/2014 | Common Stock | 5,480 | $0.5 | 0 | I | By Managing Member | |||
Warrant 01-08-10 (right to buy) | $0.5 | 01/08/2010 | P | 66,000 | 01/08/2010 | 01/08/2015 | Common Stock | 66,000 | $0.5 | 0 | D | ||||
Warrant 01-12-10 (right to buy) | $0.5 | 01/12/2010 | P | 7,000 | 01/12/2010 | 01/12/2015 | Common Stock | 7,000 | $0.5 | 0 | I | By Managing Member | |||
Warrant 02-04-10 (right to buy) | $0.5 | 02/04/2010 | P | 6,549 | 02/04/2010 | 02/04/2015 | Common Stock | 6,549 | $0.5 | 0 | D | ||||
Warrant 02-17-10 (right to buy) | $0.5 | 02/17/2010 | P | 11,600 | 02/17/2010 | 02/17/2015 | Common Stock | 11,600 | $0.5 | 0 | I | By Managing Member | |||
Warrant 02-19-10 (right to buy) | $0.5 | 02/19/2010 | P | 7,500 | 02/19/2010 | 02/19/2015 | Common Stock | 7,500 | $0.5 | 0 | I | By Managing Member | |||
Warrant 03-03-10 (right to buy) | $0.5 | 03/03/2010 | P | 16,000 | 03/03/2010 | 03/03/2015 | Common Stock | 16,000 | $0.5 | 0 | D | ||||
Warrant 03-12-10 (right to buy) | $0.5 | 03/02/2010 | P | 15,000 | 03/12/2010 | 03/12/2015 | Common Stock | 15,000 | $0.5 | 0 | D | ||||
Warrant 03-19-10 (right to buy) | $0.5 | 03/19/2010 | P | 75,000 | 03/19/2010 | 03/19/2015 | Common Stock | 75,000 | $0.5 | 0 | D | ||||
Warrant 03-22-10 (right to buy) | $0.5 | 03/22/2010 | P | 7,500 | 03/22/2010 | 03/22/2015 | Common Stock | 7,500 | $0.5 | 0 | I | By Managing Member | |||
Warrant 03-26-10 (right to buy) | $0.5 | 03/26/2010 | P | 2,000 | 03/26/2010 | 03/26/2015 | Common Stock | 2,000 | $0.5 | 0 | I | By Managing Member | |||
Warrant 03-31-10 (right to buy) | $0.5 | 03/31/2010 | P | 4,575 | 03/31/2010 | 03/31/2015 | Common Stock | 4,575 | $0.5 | 0 | I | By Managing Member | |||
Warrant 05-26-10 (right to buy) | $0.5 | 05/26/2010 | P | 1,000 | 05/26/2010 | 05/26/2015 | Common Stock | 1,000 | $0.5 | 0 | I | By Managing Member | |||
Warrant 05-28-10 (right to buy) | $0.5 | 05/28/2010 | P | 39,500 | 05/28/2010 | 05/28/2015 | Common Stock | 39,500 | $0.5 | 0 | D | ||||
Warrant 06-08-10 (right to buy) | $0.5 | 06/08/2010 | P | 75,000 | 06/08/2010 | 06/08/2015 | Common Stock | 75,000 | $0.5 | 0 | D | ||||
Warrant 07-13-10 (right to buy) | $0.5 | 07/13/2010 | P | 25,000 | 07/13/2010 | 07/13/2015 | Common Stock | 25,000 | $0.5 | 0 | D | ||||
Warrant 07-15-10 (right to buy) | $0.4 | 07/15/2010 | P | 22,500 | 07/15/2010 | 07/15/2015 | Common Stock | 22,500 | $0.4 | 0 | I | By Managing Member | |||
Warrant 08-16-10 (right to buy) | $0.3 | 08/16/2010 | P | 10,000 | 08/16/2010 | 08/16/2015 | Common Stock | 10,000 | $0.3 | 0 | D | ||||
Warrant 08-30-10 (right to buy) | $0.3 | 08/30/2010 | P | 26,000 | 08/30/2010 | 08/30/2015 | Common Stock | 26,000 | $0.3 | 0 | D | ||||
Warrant 09-10-10 (right to buy) | $0.4 | 09/10/2010 | P | 30,000 | 09/10/2010 | 09/10/2015 | Common Stock | 30,000 | $0.4 | 0 | D | ||||
Warrant 09-17-10 (right to buy) | $0.5 | 09/17/2010 | P | 25,000 | 09/17/2010 | 09/17/2015 | Common Stock | 25,000 | $0.5 | 0 | D | ||||
Warrant 09-24-10 (right to buy) | $0.4 | 09/24/2010 | P | 20,000 | 09/24/2010 | 09/24/2015 | Common Stock | 20,000 | $0.4 | 0 | D | ||||
Warrant 10-01-10 (right to buy) | $0.4 | 10/01/2010 | P | 60,000 | 10/01/2010 | 10/01/2015 | Common Stock | 60,000 | $0.4 | 0 | D | ||||
Warrant 10-14-10 (right to buy) | $0.4 | 10/14/2010 | P | 40,000 | 10/14/2010 | 10/14/2015 | Common Stock | 40,000 | $0.4 | 0 | D | ||||
Warrant 10-25-10 (right to buy) | $0.5 | 10/25/2010 | P | 75,000 | 10/25/2010 | 10/25/2015 | Common Stock | 75,000 | $0.5 | 0 | D | ||||
Warrant 11-19-10 (right to buy) | $0.5 | 11/19/2010 | P | 165,000 | 11/19/2010 | 11/19/2015 | Common Stock | 165,000 | $0.5 | 0 | D | ||||
Warrant 03-07-11 (right to buy) | $0.4 | 03/07/2011 | P | 234,720 | 03/07/2011 | 03/07/2016 | Common Stock | 234,720 | $0.4 | 0 | D | ||||
Warrant 03-17-11 (right to buy) | $0.4 | 03/17/2011 | P | 100,000 | 03/17/2011 | 03/17/2016 | Common Stock | 100,000 | $0.4 | 3,447,235(4) | D |
Explanation of Responses: |
1. Tangiers Capital, LLC was issues these shares at $0, as additional consideration for making a loan to the Issuer. |
2. Tangiers Capital, LLC was issues these shares at $0, as additional consideration for providing consulting services to the Issuer. |
3. Includes 1,000,028 shares of common stock of the Issuer owned by the managing members of Tangiers Capital, LLC., individually and not jointly. The amount beneficially owned reflects the direct and indirect ownership of Tangiers Capital, LLC as of June 7, 2011. |
4. Includes 2,023,311 shares of common stock issuable upon conversion of the convertible debentures and 1,423,924 shares of common stock issuable upon conversion of the warrants outstanding as of the date of this filing. |
/s/ Michael Sobeck | 06/08/2011 | |
** 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. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |