SEC Form 4
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*
VISION CAPITAL ADVISORS, LLC

(Last) (First) (Middle)
20 WEST 55TH STREET
5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
T3 Motion, Inc. [ TTTM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/04/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 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, par value $0.001 12/04/2013 S 189,706 D $0.0808 1,075,332 I By Vision Opportunity Master Fund, Ltd. (1)
Common Stock, par value $0.001 12/04/2013 S 30,294 D $0.0808 174,425 I By Vision Capital Advantage Fund, L.P. (2)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
VISION CAPITAL ADVISORS, LLC

(Last) (First) (Middle)
20 WEST 55TH STREET
5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
BENOWITZ ADAM

(Last) (First) (Middle)
C/O VISION CAPITAL ADVISORS, LLC
20 WEST 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vision Opportunity Master Fund, Ltd.

(Last) (First) (Middle)
C/O OGIER FIDUCIARY SERVICES (CAY) LTD.
88 NEXUS WAY

(Street)
CAMANA BAY, GRAND CAYMAN E9 KY1-9007

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vision Capital Advantage Fund, L.P.

(Last) (First) (Middle)
C/O VISION CAPITAL ADVISORS
20 WEST 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
VCAF GP, LLC

(Last) (First) (Middle)
C/O VISION CAPITAL ADVISORS
20 WEST 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
THOMSON ROBERT

(Last) (First) (Middle)
C/O VISION CAPITAL ADVISORS, LLC
20 WEST 55TH STREET, 5TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
Explanation of Responses:
1. Vision Capital Advisors, LLC (the "Investment Manager") serves as investment manager to Vision Opportunity Master Fund, Ltd. ("VOMF"), the direct owner of the subject securities. Adam Benowitz is the Managing Member of the Investment Manager and a Director of VOMF. Robert Thomson currently serves as VOMF's and VCAF's (as defined below) representative on the Issuer's board of directors; the VOMF and VCAF may be deemed a director by virtue of their right to appoint a director. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Exchange Act"), or for any other purpose.
2. VCAF GP, LLC (the "General Partner") serves as general partner of Vision Capital Advantage Fund, L.P. ("VCAF"), the direct owner of the subject securities. Adam Benowitz is the Managing Member of the General Partner. The Investment Manager also serves as investment manager to VCAF. Each Reporting Person disclaims beneficial ownership of all securities reported herein, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Exchange Act or for any other purpose.
/s/ Adam Benowitz 12/06/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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