0001213900-21-041056.txt : 20210809 0001213900-21-041056.hdr.sgml : 20210809 20210809160547 ACCESSION NUMBER: 0001213900-21-041056 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210805 FILED AS OF DATE: 20210809 DATE AS OF CHANGE: 20210809 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MEHRING PETER A CENTRAL INDEX KEY: 0001227362 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40701 FILM NUMBER: 211156452 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ecoark Holdings, Inc. CENTRAL INDEX KEY: 0001437491 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 303 PEARL PARKWAY SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78215 BUSINESS PHONE: (800) 762-7293 MAIL ADDRESS: STREET 1: 303 PEARL PARKWAY SUITE 200 CITY: SAN ANTONIO STATE: TX ZIP: 78215 FORMER COMPANY: FORMER CONFORMED NAME: Magnolia Solar Corp DATE OF NAME CHANGE: 20100107 FORMER COMPANY: FORMER CONFORMED NAME: Mobilis Relocation Services Inc. DATE OF NAME CHANGE: 20080612 4 1 ownership.xml X0306 4 2021-08-05 0 0001437491 Ecoark Holdings, Inc. ZEST 0001227362 MEHRING PETER A 303 PEARL PARKWAY SUITE 200 SAN ANTONIO TX 78215 1 1 0 0 President Common Stock 2021-08-05 4 A 0 272252 A 291503 D Stock Options (Right to Buy) 13 2021-08-05 4 D 0 672499 A 2027-10-13 Common Stock 672499 672499 D Represents restricted stock units ("RSUs") granted to the Reporting Person in exchange for cancellation of 672,499 stock options. The RSUs were granted under the Ecoark Holdings, Inc. 2017 Omnibus Incentive Plan (the "2017 Plan"). Each RSU represents a contingent right to receive one share of the Issuer's common stock. The grant was approved by the Compensation Committee as required by Rule 16b-3 under the Securities Exchange Act of 1934 (the "Exchange Act") and was therefore exempt from Section 16(b) of the Exchange Act. The RSUs will vest in 12 equal quarterly increments with the first vesting date being November 4, 2021, and all RSUs will immediately vest upon (i) the Reporting Person ceasing to be an employee, advisor, director or consultant for the Issuer, or (ii) upon a "change of control" of the Issuer or its wholly-owned subsidiary, Zest Labs, Inc., as defined under the 2017 Plan. Additionally, the Issuer agreed to grant the Reporting Person 63,998 RSUs upon the approval by the shareholders of the Issuer of an increase in the number of shares of common stock authorized for issuance under the 2017 Plan. On August 5, 2021, the Issuer canceled 672,499 stock options granted to the Reporting Person on October 13, 2017. In exchange for the cancelled options, the Reporting Person received 272,252 RSUs. The cancellation was approved by the Compensation Committee as required by Rule 16b-3 under the Exchange Act and was therefore exempt from Section 16(b) of the Exchange Act. Of the cancelled stock options (i) 403,500 stock options provided for vesting in four equal annual increments with the first such increment vesting on October 13, 2018, and (ii) 50,000 options were immediately vested as of the grant date. /s/ Peter A Mehring 2021-08-09