0001213900-21-047667.txt : 20210913
0001213900-21-047667.hdr.sgml : 20210913
20210913160533
ACCESSION NUMBER: 0001213900-21-047667
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210407
FILED AS OF DATE: 20210913
DATE AS OF CHANGE: 20210913
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ELLIS U. BERTRAM JR.
CENTRAL INDEX KEY: 0001712947
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38167
FILM NUMBER: 211249670
MAIL ADDRESS:
STREET 1: C/O PENSARE SPONSOR GROUP, LLC
STREET 2: 1720 PEACHTREE STREET, SUITE 629
CITY: ATLANTA
STATE: GA
ZIP: 30309
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: American Virtual Cloud Technologies, Inc.
CENTRAL INDEX KEY: 0001704760
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1720 PEACHTREE STREET
STREET 2: SUITE 629
CITY: ATLANTA
STATE: GA
ZIP: 30309
BUSINESS PHONE: 404-234-3098
MAIL ADDRESS:
STREET 1: 1720 PEACHTREE STREET
STREET 2: SUITE 629
CITY: ATLANTA
STATE: GA
ZIP: 30309
FORMER COMPANY:
FORMER CONFORMED NAME: PENSARE ACQUISITION Corp
DATE OF NAME CHANGE: 20170425
4
1
ownership.xml
X0306
4
2021-04-07
0
0001704760
American Virtual Cloud Technologies, Inc.
AVCT
0001712947
ELLIS U. BERTRAM JR.
AMERICAN VIRTUAL CLOUD TECHNOLOGIES,
INC. 1720 PEACHTREE STREET, SUITE 629
ATLANTA
GA
30309
1
0
0
0
Common Stock
2021-04-07
4
M
0
15000
A
42000
D
Common Stock
2021-09-08
4
C
0
394564
3.45
A
436564
D
Series A-1 convertible debentures
3.45
2021-09-08
4
C
0
1000000
0
A
Common Stock
83422
0
D
Series A convertible debentures
3.45
2021-09-08
4
C
0
250000
0
A
Common Stock
311142
0
D
Restricted Stock Units
2021-04-07
4
M
0
15000
0
A
Common Stock
15000
45000
D
Restricted stock units convert into common stock on a one-for-one basis.
The debentures were immediately exercisable, subject to a conversion cap that applied until the Issuer obtained the requisite stockholder approval to issue the full amount of underlying shares.
The expiration date was the date that the principal amount of the applicable debenture (together with all accrued but unpaid interest thereon) was paid in full, subject to mandatory conversion in whole pursuant to the terms thereof, which mandatory conversion occurred effective September 8, 2021. The entire principal sum amount of the Series A-1 and Series A convertible debentures, together with accrued and unpaid interest thereon, was due and payable on the earlier to occur of certain dates specified in the debentures.
On April 7, 2020, the reporting person was granted 60,000 restricted stock units, vesting in four equal annual installments beginning on April 7, 2021 (each, a "Vesting Date"), provided that the reporting person's service continues with the Issuer and its related entities through and on the applicable Vesting Date.
/s/ Alan I. Annex, Attorney-in-Fact
2021-09-10