| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
AUTOBYTEL INC [ ABTL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/27/2015 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) 05/04/2015 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 issued on exercise of Warrant | 04/27/2015 | C | 400,000 | A | $1,860,000 | 500,877(3) | D(1)(2) | |||
| Common Stock issued on conversion of Convertible Note | 04/27/2015 | C | 1,075,268 | A | $0 | 1,576,145(3) | D(1)(2) | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Warrant to purchase Common Stock | $4.65 | 04/27/2015 | P | 400,000 | 04/27/2015 | 09/16/2018 | Common Stock | 400,000 | $0 | 0 | D | ||||
| Note Convertible into Common Stock | $4.65 | 04/27/2015 | P | 1,075,268 | 04/27/2015 | 09/30/2015 | Common Stock | 1,075,268 | $0 | 0 | D | ||||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The securities are held directly by Auto Holdings. The other reporting persons are indirect owners of the securities. Mr. Vargas, Mr. de Tezanos, Mr. Peter Klose, and Mr. Aitkenhead are the directors of Auto Holdings. Ceiba is the controlling shareholder of Auto Holdings and has the right to appoint one additional director of Auto Holdings. Investment and Development Finance Corp. ("IDFC") is the sole shareholder of Ceiba. Galeb3 is wholly-owned by Mr. Vargas and owns shares of Auto Holdings. Manatee is wholly-owned by Mr. Tezanos and owns shares of Auto Holdings. |
| 2. The original April 27, 2015 filing is amended to add Juan Christian Klose Pieters, beneficial owner of IDFC, Margarita Klose, wife of Juan Christian Klose Pieters, and IDC Financial S.A., beneficially owned by IDFC, to the group. |
| 3. The original April 27, 2015 filing is amended to reflect that on that date, Investment and Development Finance Corp. ("IDFC") and Juan Christian Klose Pieters (jointly with spouse Margarita Klose), indirect shareholders of Auto Holdings Ltd., owned a total of 100,877 shares of ABTL common stock. IDFC owned 95,977 shares and Juan Christian Klose Pieters (jointly with spouse Margarita Klose) owned 4,900 shares of ABTL common stock. |
| Remarks: |
| Given the limit of ten insider CIKs on a single form, an additional Form 4 will be filed containing the signatures of ten additional insiders: Auto Holdings Ltd., John Peter Klose de Ojeda, Richard Aitkenhead Castillo, Jose Vargas Sr., Caleb3 Inc., Matias de Tezanos , Manatee Ventures Inc., Investment & Development Finance Corp., Ceiba International Corp., IDC Financial S.A. |
| /s/ Auto Holdings Ltd., by /s/ Matias de Tezanos, Director | 11/20/2015 | |
| /s/ Juan Christian Klose Pieters | 11/20/2015 | |
| /s/ Margarita Klose | 11/20/2015 | |
| ** 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). | ||
| 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. | ||