SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Shiff Dov

(Last)

(First)

(Middle)

C/O SQL TECHNOLOGIES CORP.

11030 JONES BRIDGE ROAD, SUITE 206

(Street)

JOHNS CREEK

30022

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/09/2022

3. Issuer Name and Ticker or Trading Symbol
SQL Technologies Corp. [ SKYX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, no par value	1,255,000	D
Common Stock, no par value	10,779,618	I	By Shiff Group⁽¹⁾
Common Stock, no par value	40,000	I	By Spouse

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	01/01/2018	01/01/2023	Common Stock, no par value	25,000	$3	D
Stock Option (right to buy)	01/01/2019	01/01/2024	Common Stock, no par value	25,000	$3	D
Stock Option (right to buy)	01/01/2020	01/01/2025	Common Stock, no par value	25,000	$12	D
Stock Option (right to buy)	12/31/2020	12/31/2025	Common Stock, no par value	25,000	$12	D
Stock Option (right to buy)	12/31/2021	12/31/2026	Common Stock, no par value	25,000	$12	D
Series A Convertible Preferred Stock	⁽²⁾	⁽²⁾	Common Stock, no par value	2,600,000	⁽²⁾	I	By Shiff Group⁽¹⁾
6.0% Subordinated Convertible Promissory Note	⁽³⁾	11/03/2023	Common Stock, no par value	$600,000⁽⁴⁾	$15	I	By Shiff Group⁽¹⁾

Explanation of Responses:

1. These securities are owned by Shiff Group Investments Ltd., of which the reporting person is an owner and the President and Chief Executive Officer.

2. The Series A Convertible Preferred Stock is convertible at any time, at the holder's election, on a one-for-one basis, and has no expiration date. In connection with the consummation of the issuer's initial public offering, Shiff Group Investments Ltd. has elected to convert all shares of Series A Convertible Preferred Stock held by it into shares of common stock.

3. The principal amount, plus any accrued and unpaid interest, is convertible at any time on or prior to the maturity date at the holder's discretion at the conversion price of $15.00.

4. Represents the principal amount of the convertible note and excludes interest that may accrue. Interest on the note is payable annually, in cash or common stock, at the holder's discretion.

	/s/ Dov Shiff	02/09/2022
	** 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 5 (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.