0001477932-17-003040.txt : 20170628
0001477932-17-003040.hdr.sgml : 20170628
20170628141356
ACCESSION NUMBER: 0001477932-17-003040
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170628
FILED AS OF DATE: 20170628
DATE AS OF CHANGE: 20170628
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ShiftPixy, Inc.
CENTRAL INDEX KEY: 0001675634
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EMPLOYMENT AGENCIES [7361]
IRS NUMBER: 474211438
STATE OF INCORPORATION: WY
FISCAL YEAR END: 0831
BUSINESS ADDRESS:
STREET 1: 1 VENTURE
STREET 2: SUITE 150
CITY: IRVINE
STATE: CA
ZIP: 92618
BUSINESS PHONE: 888-798-9100
MAIL ADDRESS:
STREET 1: 1 VENTURE
STREET 2: SUITE 150
CITY: IRVINE
STATE: CA
ZIP: 92618
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Holmes John Stephen
CENTRAL INDEX KEY: 0001686747
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37954
FILM NUMBER: 17934747
MAIL ADDRESS:
STREET 1: 1 VENTURE
STREET 2: SUITE 150
CITY: IRVINE
STATE: CA
ZIP: 92618
3/A
1
form3a.xml
FORM 3A
X0206
3/A
2017-06-28-06:00
2016-12-08-07:00
0
0001675634
ShiftPixy, Inc.
PIXY
0001686747
Holmes John Stephen
1 VENTURE
SUITE 150
IRVINE
CA
92618
false
false
true
false
Common Stock, par value $0.0001
12500000
D
Option to Acquire Common Stock
4.00
2017-03-15-06:00
2027-03-15-06:00
Common Stock
50000
D
Option to Acquire Preferred Stock
0.0001
2023-12-31-07:00
Preferred Stock
12500000
D
Note that options shares are initially unvested and subject to repurchase by the Corporation at the Exercise Price paid per share. The Optionee shall acquire a vested interest in, and the Corporation's repurchase right shall accordingly lapse with respect to: (i) 25% of the Option Shares upon Optionee's completion of one year of Service as an independent contractor measured from the Vesting Commencement Date; and (ii) the balance of the Option Shares in a series of 36 successive equal monthly installments upon Optionee's completion of each additional month of Service over the 36 month period measured from the first anniversary of the Vesting Commencement Date. The Vesting Commencement Date is March 15, 2017. In no event shall any additional Option Shares vest after Optionee's cessation of Service.
The Option may be exercised only upon the following events: 1. The acquisition of a Controlling interest by a shareholder or shareholders other than Scott Absher or Steve Holmes. "Controlling interest" means the ownership of outstanding voting shares of the Company sufficient to enable the acquiring person, directly or indirectly and individually or in association with others, to exercise one-fifth or more of all the voting power of the Company in the election of directors or any other business matter on which shareholders have the right to vote under Wyoming Law. 2. Prior to any proposed merger, consolidation (in which the Company's common stock is changed or exchanged) or sale of at least 50% of the Company's assets or earning power (other than a reincorporation).
The Form 8A12B initially requiring a Form 3 was filed on November 28, 2016 but withdrawn through a Form 25 filed on February 14, 2017. The Form 8A12B requiring the filing of this Form 3 was filed on June 28, 2017.
/s/ J. Stephen Holmes
2017-06-28-06:00