0001415889-20-002167.txt : 20200819 0001415889-20-002167.hdr.sgml : 20200819 20200819202320 ACCESSION NUMBER: 0001415889-20-002167 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200508 FILED AS OF DATE: 20200819 DATE AS OF CHANGE: 20200819 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WETHERELL WAYNE G CENTRAL INDEX KEY: 0001236379 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15757 FILM NUMBER: 201118455 MAIL ADDRESS: STREET 1: 10815 RANCHO BERNARDO RD., STREET 2: SUITE 310 CITY: SAN DIEGO STATE: CA ZIP: 92127 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: IMAGEWARE SYSTEMS INC CENTRAL INDEX KEY: 0000941685 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 330224167 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13500 EVENING CREEK DR. N. STREET 2: SUITE 550 CITY: SAN DIEGO STATE: CA ZIP: 92128 BUSINESS PHONE: 8586738600 MAIL ADDRESS: STREET 1: 13500 EVENING CREEK DR. N. STREET 2: SUITE 550 CITY: SAN DIEGO STATE: CA ZIP: 92128 FORMER COMPANY: FORMER CONFORMED NAME: IMAGEWARE SOFTWARE INC DATE OF NAME CHANGE: 19991123 4 1 form4-08192020_050808.xml X0306 4 2020-05-08 1 0000941685 IMAGEWARE SYSTEMS INC IWSY 0001236379 WETHERELL WAYNE G C/O IMAGEWARE SYSTEMS, INC. 13500 EVENING CREEK DRIVE N SUITE 550 SAN DIEGO CA 92128 false false false true FORMER SR. VP AND CFO Common Stock 2020-05-08 4 A 0 160000 A 459377 D Stock Option (Right to Buy) 0.92 2020-05-08 4 D 0 100000 D 2022-02-02 Common Stock 100000 0 D Stock Option (Right to Buy) 1.93 2020-05-08 4 D 0 10000 D 2023-10-29 Common Stock 10000 0 D Stock Option (Right to Buy) 2.29 2020-05-08 4 D 0 10000 D 2024-12-15 Common Stock 10000 0 D Stock Option (Right to Buy) 1.73 2020-05-08 4 D 0 75000 D 2025-09-14 Common Stock 75000 0 D Stock Option (Right to Buy) 1.37 2020-05-08 4 D 0 75000 D 2026-09-22 Common Stock 75000 0 D Stock Option (Right to Buy) 1.75 2020-05-08 4 D 0 50000 D 2028-01-31 Common Stock 50000 0 D On May 8, 2020, the Issuer cancelled certain stock options held by the Reporting Person, originally granted on January 29, 2010, February 2, 2012, October 29, 2013, December 12, 2015, September 14, 2015, September 22, 2016, and January 31, 2018. In exchange for the cancelled stock options, the reporting person received 160,000 Restricted Stock Units (the "RSUs") from the Issuer. The RSUs represent a contingent right to receive shares of the Issuer's common stock on a one-for-one basis upon settlement. The RSUs are subject to a three year vesting schedule, whereby 20,000 RSUs vest on May 8, 2020, and 20,000 RSUs vest on each of the next seven quarterly anniversaries thereafter. Options to purchase 33,400 shares vested on 2/2/2013, with the remainder vesting equally in eight quarterly installments thereafter. Options to purchase 3,336 shares vested on 10/29/2014, with the remainder vesting equally in eight quarterly installments thereafter. One-third of the options vested on 12/12/2016, with the remainder vesting equally in eight quarterly installments thereafter. The reporting person was originally granted options to purchase 150,000 shares, of which 75,000 options vested only upon reaching certain achievement milestones that were not achieved. The option to purchase the remaining 75,000 shares was subject to a three year vesting schedule, whereby one third of the remaining 75,000 options vested on 9/14/2016, with the remainder vesting equally in eight quarterly installments thereafter. One-third of the options vested on 9//22/2017, with the remainder vesting equally in eight quarterly installments thereafter.. One-third of the options vested on 1/31/2019, with the remainder vesting equally in eight quarterly installments thereafter. /s/ Wayne Wetherell 2020-08-19