SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).
  
Form 3 Holdings Reported.
X
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
ENER1 GROUP INC

(Last) (First) (Middle)
500 WEST CYPRESS CREEK ROAD
SUITE 120

(Street)
FORT LAUDERDALE FL 33309

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ENER1 INC [ HEV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 06/29/2006 X4 1,512,500 A $0.08 376,108,230 D
Common Stock 01/05/2007 X4 16,000,000 A $0.25 392,108,230 D
Common Stock 01/05/2007 S4 16,000,000 D $0.25 376,108,230 D
Common Stock 01/05/2007 S4 4,000,000 D $0.25 372,108,230 D
Common Stock 01/23/2007 J4(1) 2,000,000 D (1) 370,108,230 D
Common Stock 02/21/2007 X4 1,612,293 A $0.25 371,720,523 D
Common Stock 02/21/2007 X4 3,210,754 A $0.25 374,931,277 D
Common Stock 02/21/2007 S4 6,220,000 D $0.25 368,711,277 D
Common Stock 03/07/2007 J4(2) 50,000 D (2) 368,661,277 D
Common Stock 05/11/2007 X4 9,000,000 A $0.25 377,661,277 D
Common Stock 05/11/2007 X4 9,800,000 A $0.25 387,461,277 D
Common Stock 05/16/2007 J4(3) 150,000 D (3) 387,311,277 D
Common Stock 05/21/2007 J(4) 1,880,000 A (4) 389,191,277 D
Common Stock 06/29/2007 P4 12,873,333 A $0.3 402,064,610 D
Common Stock 08/06/2007 P4 6,000,000 A $0.3 408,064,610 D
Common Stock 09/27/2007 P4 14,000,000 A $0.3 422,064,610 D
Common Stock 10/03/2007 J4(5) 504,420 D (5) 421,560,190 D
Common Stock 10/08/2007 J4(5) 505,120 D (5) 421,055,070 D
Common Stock 10/09/2007 J4(5) 1,002,500 D (5) 420,052,570 D
Common Stock 10/15/2007 J4(5) 1,004,167 D (5) 419,048,403 D
Common Stock 10/23/2007 J4(5) 1,006,389 D (5) 418,042,014 D
Common Stock 10/31/2007 P4 7,397,150 A $0.3 425,439,164 D
Common Stock 11/14/2007 C4 750,523 A (6) 426,189,687 D
Common Stock 11/30/2007 P4 2,133,333 A $0.3 428,323,020 D
Common Stock 12/11/2007 J4(5) 767,040 D (5) 427,555,980 D
Common Stock 12/26/2007 J4(5) 511,944 D (5) 427,044,036 D
Common Stock 01/10/2008 J4(5) 300,833 D (5) 426,743,203 D
Common Stock 01/11/2008 J4(5) 2,446,778 D (5) 424,296,425 D
Common Stock 01/11/2008 J4(7) 50,000 D (7) 424,246,425 D
Common Stock 03/26/2008 J(8) 27,689,434 A (8) 451,935,859 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. These shares disposed to an officer as compensation for services provided to the Reporting Person valued at approximately $500,000. The per share value ascribed to the Common Stock was $0.25.
2. These shares were disposed to a vendor as compensation for services provided to the Reporting Person valued at approximately $12,500. The per share value ascribed to the Common Stock was $0.25.These shares disposed to an officer as compensation for services provided to the Reporting Person valued at approximately $500,000. The per share value ascribed to the Common Stock was $0.25.
3. These shares were disposed to an officer as compensation for services provided to the Reporting Person valued at approximately $37,500. The per share value ascribed to the Common Stock was $0.25.
4. These shares and warrants were received as partial consideration for loans in the aggregate amount of $11,960,000 made by the Reporting Person to the Issuer. The per share value ascribed to the Common Stock was $0.25. Pursuant to Section 16(b) of the Securities Exchange Act of 1934, securities acquired in connection with a debt previously contracted are exempt from Section 16(b).
5. These shares were disposed to a lender to the Reporting Person in consideration for the cancellation of debt owed by the Reporting Person to such lender. The per share value ascribed to the Common Stock was $0.25.
6. These shares were received upon conversion of the Issuer's Series B Preferred Stock, which were convertible at a rate of 300 shares of Common Stock per one share of Series B Preferred Stock. The per share value ascribed to the Common Stock was $0.33.
7. These shares were disposed to a vendor as compensation for services provided to the Reporting Person valued at approximately $35,000. The per share value ascribed to the Common Stock was $0.70.
8. Shares and warrants issued as consideration for the cancellation of approximately $13.8 million of indebtedness. The per share value ascribed to the Common Stock was $0.50. Pursuant to Section 16(b) of the Securities Exchange Act of 1934, securities acquired in connection with a debt previously contracted are exempt from Section 16(b).
ENER1 GROUP, INC. /s/ Charles Gassenheimer, Chief Executive Officer 01/09/2009
** 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.