Statement of Changes in Beneficial Ownership (4)
July 20 2022 - 6:39AM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
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
*
Bradley Peter |
2. Issuer Name and Ticker or Trading Symbol
RiceBran Technologies
[
RIBT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Chairman |
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(Last)
(First)
(Middle)
C/O RICEBRAN TECHNOLOGIES #20, 25420 KUYKENDAHL ROAD, SUITE B300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/14/2022 |
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(Street)
TOMBALL, TX 77375
(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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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 |
| Deferred Stock Units | (8) | 7/14/2022 | | A | | 1000000 | | (1) | (6) | Common Stock | 1000000 | $0 | 1342453 | D | |
| Restricted Stock Units | (7) | 7/14/2022 | | A | | 365854 | | (2) | (5) | Common Stock | 365854 | $0 | 1708307 | D | |
| Deferred Stock Units | (8) | 7/14/2022 | | A | | 131579 | | (3) | (6) | Common Stock | 131579 | $0 | 1839886 | D | |
| Deferred Stock Units | (8) | 7/14/2022 | | A | | 34569 | | (4) | (6) | Common Stock | 34569 | $0 | 1874455 | D | |
| Explanation of Responses: |
| (1) | These DSUs will vest in twenty percent installments over 5 years, with the first vesting date beginning on March 4, 2023, and subsequent vesting installments occurring on each anniversary thereafter, subject to the reporting person's continuous service to the issuer through each applicable vesting date. |
| (2) | The RSU shares vest 50 percent in year 1, beginning on March 4, 2023, and 50 percent in year 2, or if a change in control of the issuer occurs prior to March 4, 2024 and the reporting person remains in continuous service to the issuer through the change of control date. |
| (3) | These DSUs vest on the earlier of July 14, 2023, or the day prior to the next annual meeting of the issuer. |
| (4) | These DSUs are vested at issuance. |
| (5) | These RSUs do not expire. |
| (6) | These DSUs do not expire. |
| (7) | Each restricted stock unit (RSU) represents a contingent right to receive one share of common stock. |
| (8) | Each deferred stock unit (DSU) represents a right to receive one share of common stock. The issuance of the shares of common stock underlying the DSUs is deferred to the date the reporting person is no longer providing service to the issuer. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Bradley Peter
C/O RICEBRAN TECHNOLOGIES #20
25420 KUYKENDAHL ROAD, SUITE B300
TOMBALL, TX 77375 | X |
| Executive Chairman |
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Signatures
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| Todd T. Mitchell, by power of attorney | | 7/20/2022 |
| **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 control number. |
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