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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 06/30/2016 |
3. Issuer Name and Ticker or Trading Symbol
SG BLOCKS, INC. [ SGBX* ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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 | 25,415 | I(1) | By Hillair Capital Investments L.P. |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Senior Convertible Secured Debentures | (2) | (2) | Common Stock | 2,000,000 | $1.25 | I(1) | By Hillair Capital Investments LP |
Series A Convertible Preferred Stock | (3) | (3) | Common Stock | 3,352,440 | $1 | I(1) | By Hillair Capital Investments LP |
Explanation of Responses: |
1. The reported securities are owned indirectly by Sean M. McAvoy, as the manager of Hillair Capital Management LLC. Sean M. McAvoy disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
2. The Senior Convertible Secured Debentures became convertible on June 30, 2016 and expire on June 30, 2018, in the amount of $2,500,000 in principal amount plus any accrued and unpaid interest. |
3. The Series A Convertible Preferred Stock became convertible on June 30, 2016 and has a perpetual duration. |
Remarks: |
*. The Issuer currently intends to apply for quotation or listing under this symbol in the future. |
/s/ Sean M. McAvoy | 10/26/2016 | |
** 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. |