0001249155-17-000053.txt : 20170807
0001249155-17-000053.hdr.sgml : 20170807
20170807204437
ACCESSION NUMBER: 0001249155-17-000053
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170803
FILED AS OF DATE: 20170807
DATE AS OF CHANGE: 20170807
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GREWAL MARK S
CENTRAL INDEX KEY: 0001488713
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34719
FILM NUMBER: 171013077
MAIL ADDRESS:
STREET 1: 802 NORTH DOUTY STREET
CITY: HANFORD
STATE: CA
ZIP: 93230
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: S&W Seed Co
CENTRAL INDEX KEY: 0001477246
STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100]
IRS NUMBER: 271275784
STATE OF INCORPORATION: NV
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 802 NORTH DOUTY STREET
CITY: HANFORD
STATE: CA
ZIP: 93230
BUSINESS PHONE: 559 884 2535
MAIL ADDRESS:
STREET 1: 802 NORTH DOUTY STREET
CITY: HANFORD
STATE: CA
ZIP: 93230
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2017-08-03
0
0001477246
S&W Seed Co
SANW
0001488713
GREWAL MARK S
564 PHILAN CIRCLE
LEMOORE
CA
93245
0
0
0
1
Former Pres., CEO & Director
Common Stock
2017-07-27
4
M
0
25415
0
A
160879
D
Common Stock
2017-07-27
4
F
0
9551
4.05
D
151328
D
Common Stock
2017-08-03
4
S
0
29938
3.5008
D
121390
D
Restricted Stock Units
2017-07-27
4
M
0
25415
0
D
Common Stock
25415
0
D
The aggregate of 25,415 shares of common stock represents the total number of previously unvested restricted stock units ("RSUs") awarded to the reporting person on July 15, 2015 and October 5, 2016, all of which were accelerated in connection with the reporting person's departure as the President, Chief Executive Officer and a director of the Issuer. The shares of common stock were issued upon conversion of the RSUs in exempt transactions pursuant to Rule 16b-3.
The reporting person is reporting the withholding by the Issuer of an aggregate of 9,551 shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the delivery of common stock upon conversion of the RSUs referred to above.
The sales reported on this form 4 were made in multiple trades at prices ranging between $3.45 and $3.575. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request of the Securities and Exchange Commission or its staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4. The reporting person purchased 24,000 shares of common stock on May 19, 2017, as reported on his Form 4 filed on May 22, 2017; however, those shares were purchased at $4.10 and $4.20. Accordingly, there is no short-swing profit resulting fro the sales reported on this Form 4.
Each RSU is the economic equivalent of one share of S&W Seed Compay common stock. On July 27, 2017, the date of issuance, the closing price of the Issuer's common stock was $3.60.
All of the reporting person's awarded RSUs accelerated upon his departure as President, Chief Executive Officer and a director, and the shares were issued upon execution by the reporting person and the Issuer of a Resignation and Separation Agreement.
Mark S. Grewal
2017-08-03