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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
MYLOD ROBERT J JR

(Last) (First) (Middle)
ANNOX CAPITAL MANAGEMENT
40701 WOODWARD AVE, SUITE 101

(Street)
BLOOMFIELD HILLS MI 48304

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
10/01/2015
3. Issuer Name and Ticker or Trading Symbol
AUTOBYTEL INC [ ABTL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 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)
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)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Junior Participating Convertible Preferred Stock 10/01/2015(1) (2) Common Stock 49,710 (1) D
Warrants to purchase Ser. B Jr. Particip. Conv. Pref. Stock 10/01/2018(3) 10/01/2022 Series B Preferred Stock 4,386(4) $184.47(5) D
Explanation of Responses:
1. The Series B Junior Participating Convertible Preferred Stock ("Series B Preferred Stock") is convertible into Common Stock of Autobytel ("Common Stock") at any time (subject to restrictions as stated in the Certificate of Designations) with a conversion ratio of 1 share of Series B Stock into 10 shares of Common Stock (subject to adjustment as stated in the Certificate of Designations).
2. The Series B Preferred Stock has no expiration date.
3. The warrants will become exercisable on 10/01/2018, subject to the satisfaction of the following additional vesting conditions: (i) with respect to the first 1/3 of the warrant shares, if at any time after the issuance date of the warrants and prior to the expiration date of the warrants the weighted average closing price of the common stock on The Nasdaq Capital Market for the preceding 30 day trading days (adjusted for any stock splits, stock dividends, reverse stock splits or combinations of the common stock occurring after the issuance date) ("Weighted Average Closing Price") is at or above $30.00; (ii) with respect to the second 1/3 of the warrant shares, if at any time after the issuance date and prior to the expiration date the Weighted Average Closing Price is at or above $37.50; and (iii) with respect to the last 1/3 of the warrant shares, if at any time after the issuance date and prior to the expiration date the Weighted Average Closing Price is at or above $45.
4. The Series B Preferred Stock acquired upon exercise of the warrants would represent 43,860 shares of Common Stock underlying such newly acquired shares of Series B Preferred Stock.
5. The exercise price of the warrants is a price per share of $184.47 (reflecting 10 times the $16.77 closing price of a share of the Common Stock value on the Nasdaq Capital Market on September 30, 2015, plus a ten percent (10%) premium), or an $18.45 per share exercise price for the Common Stock underlying the Series B Preferred Stock underlying the warrants.
/s/ Glenn E. Fuller, Attorney-in-Fact 10/06/2015
** 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 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.