Uwink, Inc. - Statement of Changes in Beneficial Ownership (4)
September 02 2008 - 3:34PM
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).
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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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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
BUSHNELL NOLAN K
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2. Issuer Name
and
Ticker or Trading Symbol
uWink, Inc.
[
UWKI.OB
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Executive Officer
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(Last)
(First)
(Middle)
16106 HART STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
8/26/2008
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(Street)
VAN NUYS,, CA 91406
(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
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8/26/2008
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A
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185000
(1)
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A
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(1)
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855416
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I
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Bushnell Living Trust
(2)
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Employee Stock Options
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(1)
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8/26/2008
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J
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239880
(1)
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(1)
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(1)
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Common Stock
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239880
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$0
(1)
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160210
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I
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Bushnell Living Trust
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Explanation of Responses:
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(
1)
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On August 26, 2008, Mr. and Mrs. Bushnell and the Issuer agreed to the cancellation of 239,880 stock options and the grant in exchange therefor of 185,000 shares of restricted common stock of the Issuer. This transaction was part of a rationalization and restructuring of the Issuer's employee equity incentives. The 185,000 shares of restricted common stock vest in 36 equal monthly installments with the first 1/6 vesting after 6 months (subject to continued service with the Issuer), with the vesting period beginning on August 26, 2008. As of the August 26, 2008 cancellation date, 209,938 of the 239,880 cancelled stock options were vested and 29,942 were unvested. Following this transaction, Mr. Bushnell beneficially owns 645,416 shares of unrestricted common stock of the Issuer, 210,000 shares of restricted common stock of the Issuer, 160,210 warrants to purchase common stock of the Issuer, and no employee stock options.
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(
2)
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Includes 44,359 shares held by the Bushnell Insurance Trust and 811,057 shares held by the Bushnell Living Trust.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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BUSHNELL NOLAN K
16106 HART STREET
VAN NUYS,, CA 91406
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Chief Executive Officer
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Signatures
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/s/ Nolan K. Bushnell
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9/2/2008
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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