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
ZION OIL & GAS INC [ ZN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/21/2012 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) 12/27/2012 |
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 | 12/24/2012 | M | 25,000 | A | $0.01(4) | 166,250(5) | D |
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 | ||||||||
Common Stock Option | $0.01 | 12/21/2012 | A(1) | 25,000 | (1) | 12/21/2022 | Common Stock, Par Value $0.01 | 25,000 | (2) | 25,000 | D | ||||
Common Stock Option | $1.7 | 12/21/2012 | A(3) | 50,000 | (3) | 12/21/2022 | Common Stock, Par Value $0.01 | 50,000 | (2) | 50,000 | D | ||||
Common Stock Option | $0.01 | 12/24/2012 | M | 25,000 | (1) | 12/21/2022 | Common Stock, Par Value $0.01 | 25,000 | (2) | 0 | D |
Explanation of Responses: |
1. A stock option was issued under the issuer's 2011 Equity Incentive Plan on December 21, 2012 in connection with the continued employment of the reporting person, and pursuant to the terms of the employmenht agreement between the issuer and the reporting person, which option was vested upon grant. |
2. Not Applicable. |
3. A stock option was issued under the issuer's 2011 Equity Incentive Plan on December 21, 2012 in conncection with the continued employment of the reporting person, which option is scheduled to vest on a quarterly basis, in eight equal quarterly installments at the end of each quarter, beginning with the quarter ending December 31, 2012. |
4. These shares were acquired upon exercise of vested stock options issued December 21, 2012 under Zion Oil & Gas, Inc.'s 2011 Stock Option Plan. |
5. Comprised of (i) 35,000 shares and (ii) vested options for an additional 131,250 shares of common stock. |
Remarks: |
This Form 4/A is filed to correct a typographical error in the Form 4 originally filed on December 27, 2012 (the "Original Form 4") relating to the expiration date of the option award to the reporting person to purchase up to 50,000 shares of common stock at a per share price of $1.70. As herein corrected, the Form 4/A amends and restates the Original Form 4 as the original filing date and does not purport to reflect any changes to the reporting person's beneficial ownership subsequent to the filing of the Original Form 4. |
Brittany Russell AIF for Victor G. Carrillo | 01/04/2013 | |
** 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. |