Statement of Changes in Beneficial Ownership (4)
August 13 2020 - 3:20PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
*
Czypinski Alana |
2. Issuer Name and Ticker or Trading Symbol
AquaBounty Technologies, Inc.
[
AQB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1881 GROVE AVENUE, ATTN: LEGAL DEPARTMENT |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/11/2020 |
(Street)
RADFORD, VA 24141
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 8/11/2020 | | P | | 4000000 | A | $2.50 | 9175000 | I | by TS Biotechnology (1) |
Common Stock | | | | | | | | 2159 | D | |
Common Stock | | | | | | | | 0 (3) | I | by Mascara Kaboom (1) |
Common Stock | | | | | | | | 246403 (3) | I | by R.J. Kirk DOT (1) |
Common Stock | | | | | | | | 3147 (3) | I | by JPK 2008 (1) |
Common Stock | | | | | | | | 3162 (3) | I | by MGK 2008 (1) |
Common Stock | | | | | | | | 2693 (3) | I | by ZSK 2008 (1) |
Common Stock | | | | | | | | 18582 (3) | I | by JPK 2009 (1) |
Common Stock | | | | | | | | 21755 (3) | I | by MGK 2009 (1) |
Common Stock | | | | | | | | 1953 (3) | I | by ZSK 2009 (1) |
Common Stock | | | | | | | | 17606 (3) | I | by MGK 2011 (1) |
Common Stock | | | | | | | | 15818 (3) | I | by JPK 2012 (1) |
Common Stock | | | | | | | | 2514 (3) | I | by Kellie L. Banks LTT (1) |
Common Stock | | | | | | | | 23589 (3) | I | by Senior Staff 2008 (1) |
Common Stock | | | | | | | | 23589 (3) | I | by Staff 2010 (1) |
Common Stock | | | | | | | | 11795 (3) | I | by Incentive 2010 (1) |
Common Stock | | | | | | | | 8239199 | I | by TS AquaCulture (2) |
Common Stock | | | | | | | | 5775 | I | by Third Security (2) |
Common Stock | | | | | | | | 4659 | I | by Staff 2001 (2) |
Common Stock | | | | | | | | 20 | I | by Lotus (2) |
Common Stock | | | | | | | | 1770 | I | by Senior Staff 2006 (2) |
Common Stock | | | | | | | | 885 | I | by Staff 2006 (2) |
Common Stock | | | | | | | | 295 | I | by Incentive 2006 (2) |
Common Stock | | | | | | | | 99537 | I | by Kapital Joe (2) |
Common Stock | | | | | | | | 880 | I | by Senior Staff (2) |
Common Stock | | | | | | | | 3199 | I | by ADC 2010 (2) |
Common Stock | | | | | | | | 199682 | I | by NRM VI Holdings (2) |
Common Stock | | | | | | | | 3637 | I | by NRM VII Holdings (2) |
Common Stock | | | | | | | | 124609 | I | by TSCP V (2) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Explanation of Responses: |
(1) | The Reporting Person's spouse, Randal J. Kirk, controls each of TS Biotechnology Holdings, LLC ("TS Biotechnology"), Mascara Kaboom, LLC ("Mascara Kaboom"), R.J. Kirk Declaration of Trust ("R.J. Kirk DOT"), JPK 2008, LLC ("JPK 2008"), MGK 2008, LLC ("MGK 2008"), ZSK 2008, LLC ("ZSK 2008"), JPK 2009, LLC ("JPK 2009"), MGK 2009, LLC ("MGK 2009"), ZSK 2009, LLC ("ZSK 2009"), MGK 2011, LLC ("MGK 2011"), JPK 2012, LLC, Kellie L. Banks (2009) Long Term Trust ("Kellie L. Banks LTT"), Third Security Senior Staff 2008 LLC ("Senior Staff 2008"), Third Security Staff 2010 LLC ("Staff 2010"), and Third Security Incentive 2010 LLC ("Incentive 2010"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. |
(2) | The Reporting Person's spouse, Randal J. Kirk, controls each of TS AquaCulture LLC ("TS AquaCulture"), Third Security, LLC ("Third Security"), Third Security Staff 2001 LLC ("Staff 2001"), Lotus Capital (2000) Company Inc. ("Lotus"), Third Security Senior Staff 2006 LLC ("Senior Staff 2006"), Third Security Staff 2006 LLC ("Staff 2006"), Third Security Incentive 2006 LLC ("Incentive 2006"), Kapital Joe, LLC ("Kapital Joe"), Third Security Senior Staff LLC ("Senior Staff"), ADC 2010 LLC ("ADC 2010"), NRM VI Holdings I, LLC ("NRM VI Holdings"), NRM VII Holdings I, LLC ("NRM VII Holdings"), and Third Security Capital Partners V, LLC ("TSCP V"). Shares held by these entities may be deemed to be beneficially owned (as defined under Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended) by Mr. Kirk. Mr. Kirk disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein. |
(3) | On May 1, 2020, the manager of Mascara Kaboom elected to dissolve and terminate the company, and distribute the assets of the company to its members, all of which are controlled by the Reporting Person's spouse, Randal J. Kirk, in accordance with the company's Operating Agreement, dated October 25, 2012. In connection with this dissolution, Mascara Kaboom distributed 82,083 shares of issuer common stock to each of its members: R.J. Kirk DOT (45,884), JPK 2008 (1,067), MGK 2008 (1,067), ZSK 2008 (985), JPK 2009 (7,798), MGK 2009 (9,029), ZSK 2009 (821), JPK 2012 (3,201), Kellie L. Banks LTT (493), MGK 2011 (3,530), Senior Staff 2008 (3,283), Staff 2010 (3,283), and Incentive 2010 (1,642). |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Czypinski Alana 1881 GROVE AVENUE ATTN: LEGAL DEPARTMENT RADFORD, VA 24141 | X | X |
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Signatures
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/s/ Alana D. Czypinski | | 8/13/2020 |
**Signature of Reporting Person | Date |
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