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*
MEZZANINE MANAGEMENT LTD

(Last) (First) (Middle)
CENTURY HOUSE, 16 PAR LA VILLE ROAD

(Street)
HAMILTON D0

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ARGYLE SECURITY, INC. [ ARGL.OB ]
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)
10/01/2009
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 10/01/2009 C 1,132,700 A $8(1) 5,369,800(2) 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Convertible Preferred Stock $8(1) 10/01/2009 C 11,327 04/21/2008 (3) Common Stock 1,132,700 $800 7,133 D
1. Name and Address of Reporting Person*
MEZZANINE MANAGEMENT LTD

(Last) (First) (Middle)
CENTURY HOUSE, 16 PAR LA VILLE ROAD

(Street)
HAMILTON D0

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MEZZANINE MANAGEMENT FUND IV COINVEST A L.P.

(Last) (First) (Middle)
CENTURY HOUSE, 16 PAR LA VILLE ROAD

(Street)
HAMILTON D0

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MEZZANINE MANAGEMENT FUND IV A

(Last) (First) (Middle)
CENTURY HOUSE, 16 PAR LA VILLE ROAD

(Street)
HAMILTON D0

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The Series A Converible Preferred Stock is convertible into the common stock of Argyle Security, Inc. at a price per share determined by dividing the original issue price of the Series A Convertible Preferred Stock ($800) by the conversion price for the Series A Convertible Preferred Stock ($8).
2. Subject to adjustment for certain anti-dilution protection, includes 713,300 shares of common stock issuable upon conversion of additional shares of Series A Convertible Preferred Stock and 2,727,300 shares of common stock issuable upon conversion of Series B Convertible Preferred Stock. The shares of common stock are beneficially owned by the reporting persons through a "group" for purposes of Section 13D of the Exchange Act. The group is composed of the following entities and individuals: Fund IV, Coinvest, and Mezzanine. Fund IV shares voting and dispositive power over 5,300,100 of the shares. Coinvest A shares voting and dispositive power over 69,700 of the shares. Mezzanine has voting and dispositive power over all 5,369,800 shares.
3. The Series A Convertible Preferred Stock has no expiration date.
/s/ Christopher C. Morris 10/01/2009
/s/ Christopher C. Morris 10/01/2009
/s/ Christopher C. Morris 10/01/2009
** 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).
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