1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
GRANO JOSEPH J JR | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | o | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
N/A | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
United States | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
3,423,280 | |||||
8 |
SHARED
VOTING POWER
| ||||
1,800,000 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
3,423,280 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
1,800,000 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
5,223,280 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
16.8%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
N/A | |||||
Item 1. | Security and Issuer |
This statement on Schedule 13D relates to the shares of common stock, par value $0.001 per share (the "Common Stock") of Premier Alliance Group, Inc., a Delaware corporation (the "Issuer"), and is being filed pursuant to Rule 13d-1 under the Securities Exchange Act of 1934, as amended (the "Act"). The principal executive offices of the Issuer are located at 4521 Sharon Rd., suite 300 Charlotte, NC 28211 |
Item 2. | Identity and Background |
(a) | Joseph J Grano, Jr |
(b) | 1185 Avenue of the Americas, suite 1750, New York, NY 10036 |
(c) | CEO and Chairman of Premier Alliance Group
4521 Sharon Road, suite 300 Charlotte, NC 28211 |
(d) | none |
(e) | none |
(f) | United States |
Item 3. |
Source
and Amount of Funds or Other Consideration
|
Item 3 is supplemented as follows:
Mr. Grano was granted a stock option to purchase 2,000,000 shares of the Issuer’s common stock at an exercise price of $0.61 per share in conjunction with his accepting the role of Chief Executive Officer of the Issuer. The stock option vested one third upon issuance and one third annually over the next two years. |
Item 4. |
Purpose
of Transaction
|
The shares of common stock were acquired for investment purposes |
(a) | none |
(b) | none |
(c) | none |
(d) | none |
(e) | none |
(f) | none |
(g) | none |
(h) | none |
(i) | none |
(j) | none |
Item 5. |
Interest
in Securities of the Issuer
|
(a) | The ownership percentage calculation was made based on there being 31,182,033 shares of common stock outstanding as follows: (i) 29,140,366 shares outstanding as of June 30, 2014 and(ii) 1,300,000 shares issuable upon the exercise of options issued to Centurion, and (iii) 741,667 shares issuable upon the exercise of options issued to Mr. Grano.
Mr. Grano has future rights to acquire an additional 1,583,333 shares of common stock upon the exercise of options resulting in rights to acquire a total of 6,806,613 shares of the Issuer’s common stock. |
(b) | Mr. Grano beneficially owns 5,223,280 shares of common stock, representing 16.8% of the outstanding share of common stock as follows: (i) 500,000 shares of common stock held of record by Centurion, over which he shares voting and dispositive power with Mr. Orphanides; (ii) 1,300,000 shares of common stock that may be acquired by Centurion through the exercise of options at a strike price of $0.76 per share that are exercisable within 60 days, over which he shares voting and dispositive power with Mr. Orphanides, and (iii) 741,667 shares of common stock that may be acquired through the exercise of options at a strike price of $0.59 - $0.61 per share of that can be exercised within 60 days, over which he possesses sole voting and dispositive power, and (iv) 2,681,613 shares of common stock held of record by the Trust, which he may acquire within 60 days, in which case he would possess sole voting and dispositive power. |
(c) | Options to purchase 2,000,000 shares of stock were issued to Mr. Grano on May 20, 2014 in connection with his acceptance as the CEO of the Company, at a price per share of $0.61. |
| Transaction Date | Shares or Unites Purchased (Sold) | Price Per Share or Unit |
(d) | not applicable |
(e) | not applicable |
Item 6. |
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
none |
Item 7. |
Material
to Be Filed as Exhibits
|
August 01, 2014 | By: |
/s/
Joseph J Grano Jr | |