| 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
Ascent Solar Technologies, Inc. [ ASTI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/05/2017 | ||||||||||||||||||||||||||
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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(1) | 05/05/2017 | C | 200,000,000 | A | $0.0004 | 200,000,000 | D | |||
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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 | ||||||||
| Series K Convertible Preferred Stock(1)(2) | $0.004(2) | 05/05/2017 | P | 800 | (3) | 05/05/2022(4) | Common Stock | 200,000,000 | $1,000 | 800(5) | D | ||||
| Series K Convertible Preferred Stock(1) | $0.004(2) | 05/05/2017 | C | 800 | 05/05/2017 | 05/05/2022(4) | Common Stock | 200,000,000 | $0.00 | 0(5) | D | ||||
| Explanation of Responses: |
| 1. On May 5, 2017, the reporting person (i) purchased 800 shares of Series K Convertible Preferred Stock for an aggregate purchase price of $800,000 and (ii) converted such preferred shares into common stock at the applicable conversion price of $0.004, which resulted in the reporting person receiving 200,000,000 shares of common stock upon such conversion. Accordingly, the 800 preferred shares are no longer outstanding. |
| 2. The reporting person subscribed for 20,000 shares of the Company's newly designated Series K Convertible Preferred Stock on February 8, 2017. The preferred shares will be sold to the reporting person in multiple tranches over the period from February 24, 2017 through June 27, 2017. The Series K Preferred Stock is convertible into common stock at a fixed conversion price equal to $0.004. The Series K Preferred Stock may not be converted if the number of shares of common stock to be received by the reporting person would result in the reporting person beneficially owning more than 19.99% of all common stock then outstanding. |
| 3. The Series K Convertible Preferred Stock is convertible immediately upon issue. |
| 4. The Series K Convertible Preferred Stock is required to be redeemed five years after the initial date of issue. |
| 5. The reporting person continues to have the right to acquire (beneficial ownership) of an additional 19,200 shares of the Company's newly designated Series K Convertible Preferred Stock pursuant to the stock purchase agreement of February 8, 2017 within the next 60 days. Any additional shares of Series K Preferred Stock acquired by the reporting person may not be converted if the number of shares of common stock to be received by the reporting person would result in the reporting person beneficially owning more than 19.99% of all common stock then outstanding. |
| Remarks: |
| Hong Kong Boone Group Ltd. By: /s/ Song Liang, Director of the Reporting Person | 05/09/2017 | |
| ** 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. | ||