0001144204-18-011447.txt : 20180228 0001144204-18-011447.hdr.sgml : 20180228 20180228073409 ACCESSION NUMBER: 0001144204-18-011447 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180223 FILED AS OF DATE: 20180228 DATE AS OF CHANGE: 20180228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HALE MARTIN M JR CENTRAL INDEX KEY: 0001272935 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23970 FILM NUMBER: 18648077 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FALCONSTOR SOFTWARE INC CENTRAL INDEX KEY: 0000922521 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770216135 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 125 BAYLIS ROAD CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 631 777 5188 MAIL ADDRESS: STREET 1: 125 BAYLIS ROAD CITY: MELVILLE STATE: NY ZIP: 11747 FORMER COMPANY: FORMER CONFORMED NAME: NETWORK PERIPHERALS INC DATE OF NAME CHANGE: 19940502 4 1 tv487164_form4.xml FORM 4 X0306 4 2018-02-23 0 0000922521 FALCONSTOR SOFTWARE INC FALC 0001272935 HALE MARTIN M JR C/O HALE CAPITAL PARTNERS, LP 17 STATE STREET, SUITE 3230 NEW YORK NY 10004 1 0 1 1 See Remarks Warrants 0.001 2018-02-23 4 A 0 41577382 A 2018-02-23 2028-02-23 Common Stock 41577382 41577382 I See Footnotes Warrants 0.001 2018-02-23 4 A 0 366990000 A 2028-02-23 Common Stock 366990000 366990000 I See Footnotes The warrants reported herein were issued by Falconstor Software, Inc. (the "Issuer") to HCP-FVA, LLC, a Delaware limited liability company ("HCP-FVA"), in consideration for HCP-FVA backstopping that certain private placement of units (the "Financing") contemplated by that certain commitment letter, dated as of November 17, 2017, by and between Hale Capital Partners, LP ("HCP") and the Issuer (the "Commitment"). The warrants reported herein were issued by the Issuer to HCP-FVA in connection with its purchase of $3,000,000 of units in the Financing upon the closing of the Commitment. The warrants are exercisable following receipt of stockholder approval to amend the Issuer's Certificate of Incorporation to increase the number of authorized shares of its common stock in order to permit the exercise of the warrants. Martin Hale, Jr. ("MH") is the Chief Executive Officer of HCP. MH is also (i) the sole owner and managing member of Hale Fund Partners, LLC, a Delaware limited liability company ("HFP"), the general partner of HCP and (ii) the sole owner and Chief Executive Officer of Hale Fund Management, LLC, a Delaware limited liability company ("HFM"). HFM is (i) the general partner of Hale Capital Management, LP ("HCM"), the manager of HCP and (ii) the manager of HCP-FVA. Each of MH, HFP, HFM and HCM disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest. MH serves as a director on the board of directors of the Issuer as a representative of HCP-FVA. Accordingly, HCP, HFP, HFM, HCM and HCP-FVA are directors by deputization by virtue of the fact that MH currently serves on the board of directors of the Issuer. /s/ Martin M. Hale, Jr. 2018-02-27