0001615774-15-003745.txt : 20151228 0001615774-15-003745.hdr.sgml : 20151225 20151228174006 ACCESSION NUMBER: 0001615774-15-003745 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151223 FILED AS OF DATE: 20151228 DATE AS OF CHANGE: 20151228 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MYnd Analytics, Inc. CENTRAL INDEX KEY: 0000822370 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 870419387 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 85 ENTERPRISE STREET 2: SUITE 410, CITY: ALISO VIEJO STATE: CA ZIP: 92656 BUSINESS PHONE: (714) 545 3288 MAIL ADDRESS: STREET 1: 85 ENTERPRISE STREET 2: SUITE 410, CITY: ALISO VIEJO STATE: CA ZIP: 92656 FORMER COMPANY: FORMER CONFORMED NAME: CNS RESPONSE, INC. DATE OF NAME CHANGE: 20070313 FORMER COMPANY: FORMER CONFORMED NAME: STRATIVATION, INC. DATE OF NAME CHANGE: 20051115 FORMER COMPANY: FORMER CONFORMED NAME: SalesTactix, Inc. DATE OF NAME CHANGE: 20040805 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PAPPAJOHN JOHN CENTRAL INDEX KEY: 0000897464 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35527 FILM NUMBER: 151309993 MAIL ADDRESS: STREET 1: 1660 WALT WHITMAN ROAD STREET 2: SUITE 105 CITY: MELVILLE STATE: NY ZIP: 11747 4 1 s102401_form4.xml 4 X0306 4 2015-12-23 0 0000822370 MYnd Analytics, Inc. CNSO 0000897464 PAPPAJOHN JOHN C/O MYND ANALYTICS, INC., 85 ENTERPRISE, SUITE 410 ALISO VIEJO CA 92656 1 0 1 0 5% Secured Convertible Note due December 2017 0.05 2015-12-23 4 A 0 250000 A 2017-12-16 2017-12-31 Common Stock 5000000 550000 D Common Stock Warrant 0.05 2015-12-23 4 A 0 5000000 A 2015-12-23 2020-12-31 Common Stock 5000000 5000000 D Common Stock Warrant 0.05 2015-12-23 4 A 0 6000000 A 2015-12-23 2020-12-31 Common Stock 6000000 11000000 D On December 23, 2015, the Issuer and the holders of the 5% Secured Convertible Notes due December 2017 (formerly due March 2016) (the "Notes") entered into a Second Amended and Restated Note and Warrant Purchase Agreement (the "Agreement"), which (i) extended the maturity date of the Notes to December 31, 2017; (ii) provided for the issuance of certain warrants to prior and current investors; (iii) extended the time during which Notes may be issued; and (iv) increased the aggregate principal amount of Notes issuable. The Notes are convertible into shares of common stock either: (i) voluntarily, beginning 15 days prior to the December 31, 2017 maturity date of the Notes (the "Maturity Date"), by the holder or (ii) automatically, if, prior to the Maturity Date, the Issuer consummates a Qualified Financing (as defined in the Notes). The Maturity Date of the Notes is December 31, 2017. The Note and related warrant were issued in exchange for $250,000 in cash pursuant to the Agreement. The number of derivate securities beneficially owned includes an aggregate of $300,000 of Notes acquired by the Reporting Person prior to the Agreement (the "Prior Notes"), the maturity date of which was extended pursuant to the Agreement. Excludes interest accrued at 5% per annum on the Notes. The expiration date of the warrant is the earlier of (i) December 31, 2020 and (ii) the date that is forty-five (45) days following the date on which the daily closing price of the Issuer's shares of common stock listed on the OTCQB Venture Marketplace (or other bulletin board or exchange on which the Issuer's common stock is traded or listed) exceeds $0.25 for at least ten (10) consecutive trading days. Pursuant to the Agreement, in consideration for extending the maturity date of the Notes, the Reporting Person received a warrant to purchase shares of the Issuer's common stock, exercisable at $0.05 per share, equal to the aggregate principal amount of the Prior Notes. /s/ John Pappajohn 2015-12-28