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
PEDEVCO CORP [ PEDO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/09/2013 | ||||||||||||||||||||||||||
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 | 08/09/2013 | A | 325,000(1) | A | $3.75 | 699,116(8) | D | |||
Common Stock | 12,806 | I | By The Peterson Family Trust | |||||||
Common Stock | 26,668 | I(2) | By minor children |
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 | ||||||||
Incentive Stock Option (Right to Buy) | $0.51(3) | 12/18/2012 | 06/18/2022 | Common Stock | 63,800(3) | 63,800 | D | ||||||||
Non-Qualified Stock Option (Right to Buy) | $0.24(4) | 03/01/2012 | 10/07/2021 | Common Stock | 100,000(4) | 100,000 | D | ||||||||
Non-Qualified Stock Option (Right to Buy) | $0.51(5) | 12/18/2012 | 06/18/2022 | Common Stock | 269,534(5) | 269,534 | D | ||||||||
Non-Qualified Stock Option (Right to Buy) | $67.2(6) | 09/20/2008 | 05/28/2018 | Common Stock | 447(6) | 447 | D | ||||||||
Non-Qualified Stock Option (Right to Buy) | $30.24(7) | 02/02/2011 | 02/02/2021 | Common Stock | 2,977(7) | 2,977 | D |
Explanation of Responses: |
1. Common stock of Issuer granted to Reporting Person and subject to forfeiture as follows: 40% vests on 6-month anniversary of grant date; 15% vests on 18-month anniversary of grant date; 15% vests on 24-month anniversary of grant date; 15% vests on 30-month anniversary of grant date and the balance 15% vests on the 36-month anniversary of grant date for so long as recipient remains an employee of, or consultant to, the Company. |
2. Represents 13,334 shares of the Issuer's common stock owned by each of the Reporting Persons' two minor children. |
3. Initial exercise price of $0.17 and grant of 191,400 options adjusted pursuant to 1:3 stock split of April 23, 2013. |
4. Initial exercise price of $.08 and grant of 300,000 options adjusted pursuant to 1:3 stock split of April 23, 2013. |
5. Initial exercise price of $0.17 and grant of 808,600 options adjusted pursuant to 1:3 stock split of April 23, 2013. |
6. Initial exercise price of $22.40 and grant of 1,340 options adjusted pursuant to 1:3 stock split of April 23, 2013. |
7. Initial exercise price of $10.08 and grant of 8,929 options adjusted pursuant to 1:3 stock split of April 23, 2013. |
8. Includes 250,000 shares and 116,667 shares issued pursuant to restricted stock agreements and 7,449 shares issued pursuant to a debt conversion. |
/s/ Clark Moore, Attorney-in-fact | 08/12/2013 | |
** 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. |