FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
DEBT RESOLVE INC [ DRSV.PK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/07/2009 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 08/07/2009(1) | A | 500,000 | A | $0.19 | 781,476 | D | |||
Common Stock | 09/25/2009(2) | P | 4,569,706 | A | $0.15 | 5,369,706 | I | By Arisean Capital Ltd. | ||
Common Stock | 09/25/2009(3) | G | 3,050,000 | D | $0 | 2,319,706 | I | By Arisean Capital Ltd. | ||
Common Stock | 09/25/2009 | G | 2,000,000 | A | $0 | 2,000,000 | I | By Susan Brofman | ||
Common Stock | 09/25/2009(4) | J | 1,519,706 | D | $0 | 800,000 | I | By Arisean Capital Ltd. | ||
Common Stock | 09/25/2009(4) | J | 1,519,706 | A | $0 | 2,301,182 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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. (1) These shares were granted at a Board meeting held on August 7, 2009 as compensation for Board service for 2008 and 2009. |
2. (2) On September 25, 2009, Mr. Brofman entered into an agreement pursuant to which Arisean Capital Ltd., a corporation controlled by Mr. Brofman ("Arisean"), converted debt of the Issuer held by it in the amount of $576,000 of principal and $109,456 of accrued interest to common stock of the Issuer at a conversion rate of $0.15 per share, resulting in 4,569,706 shares of common stock being issued to Arisean. |
3. (3) On September 25, 2009, simultaneously with the conversion described above, 3,050,000 shares of common stock held by Arisean were gifted to 14 parties. |
4. (4) On September 25, 2009, simultaneously with conversion described above, 1,519,706 shares of common stock held by Arisean were distributed from Arisean to Mr. Brofman in his personal capacity. |
/s/ Charles S. Brofman | 10/02/2009 | |
** 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 Number. |