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
ARTISTDIRECT INC [ ARTD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/08/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
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, par value $0.01 per share ("Common Stock") | 03/08/2010(1) | S | 8,845,803 | D | (3) | 0 | I | See footnote(2) |
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 |
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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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. The reported sale is being effected through a private transaction. The material terms of the reported sale were agreed to on March 8, 2010 at which time half of the sale price was delivered by the purchaser and 11,257 of the shares were delivered to the purchaser. The remainder of the purchase price will be delivered upon execution of a securities purchase agreement documenting the sale and the remainder of the shares will be delivered upon settlement of the transactions as set forth in the securities purchase agreement which settlement is subject to standard settlement conditions including the removal of legends on the remaining 8,834,546 shares to be delivered. |
2. The securities reported herein are held directly by DKR Soundshore Oasis Holding Fund, Ltd. ("Soundshore Oasis"). DKR Capital Partners, L.P. ("DKR") is a registered investment adviser and the managing general partner of DKR Oasis Management Company, L.P. (the "Investment Manager"), which is the investment manager of Soundshore Oasis with respect to which it has voting and dispositive authority over the securities reported herein. Mr. Seth Fischer is responsible for the supervision of all investment activities of the Investment Manager, including all investment decisions with respect to the assets of Soundshore Oasis, and therefore may be deemed to be the beneficial owner of the securities reported herein. Each of DKR, the Investment Manager and Mr. Fisher disclaims beneficial ownership of such securities except to the extent of his or its pecuniary interest therein. |
3. $0.00213822 |
/s/ Barbara Burger DKR Capital Partners, LP; By: Barbara Burger, President and General Counsel | 03/10/2010 | |
/s/ Barbara Burger DKR Oasis Management Company, LP; By DKR Capital Partners, LP, its managing general partner; By Barbara Burger its President and General Counsel | 03/10/2010 | |
/s/ Barbara Burger DKR Soundshore Oasis Holding Fund, Ltd.; By Barbara Burger, Director | 03/10/2010 | |
/s/ Seth Fischer | 03/10/2010 | |
** 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. |