SEC Form 4
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*
WINN STEPHEN T

(Last) (First) (Middle)
4143 MAPLE AVENUE, SUITE 400

(Street)
DALLAS TX 75219

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
EVANS & SUTHERLAND COMPUTER CORP [ ESCC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/26/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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, par value $0.20(1)(2) 03/26/2020 P(1)(2) 10,576,487(1)(2) A $1.19(1)(2) 10,576,487 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
1. Name and Address of Reporting Person*
WINN STEPHEN T

(Last) (First) (Middle)
4143 MAPLE AVENUE, SUITE 400

(Street)
DALLAS TX 75219

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Mirasol Capital, LLC

(Last) (First) (Middle)
4143 MAPLE AVENUE, SUITE 400

(Street)
DALLAS TX 75219

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Elevate Entertainment Holdings Inc.

(Last) (First) (Middle)
4143 MAPLE AVENUE, SUITE 400

(Street)
DALLAS TX 75219

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Elevate Entertainment Inc.

(Last) (First) (Middle)
4143 MAPLE AVENUE, SUITE 400

(Street)
DALLAS TX 75219

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Elevate Acquisition Corp

(Last) (First) (Middle)
4143 MAPLE AVENUE, SUITE 400

(Street)
DALLAS TX 75219

(City) (State) (Zip)
Explanation of Responses:
1. In connection with the transactions contemplated by the Agreement and Plan of Merger, dated as of February 9, 2020, by and among Evans & Sutherland Computer Corporation (the "Issuer"), Elevate Entertainment Inc. and Elevate Acquisition Corporation ("Purchaser"), Purchaser offered to purchase all of the issued and outstanding shares of common stock, par value, $0.20 per share (the "Shares"), of the Issuer, at a purchase price of $1.19 per Share net to the seller in cash, without interest thereon and subject to any applicable tax withholding (the "Offer Price"), upon the terms and subject to the conditions set forth in the Offer to Purchase, dated February 27, 2020 (the "Offer to Purchase"), and in the related Letter of Transmittal (which, together with the Offer to Purchase, as they may be amended or supplemented from time to time, collectively constitute the "Offer").
2. The Offer and withdrawal rights expired as scheduled at 12:00 midnight, Eastern Time, at the end of the day on March 25, 2020, without being extended (the "Expiration Time"). The conditions to the Offer were satisfied at the Expiration Time and, as a result, Purchaser has accepted for payment all Shares that were validly tendered and not properly withdrawn pursuant to the Offer.
STEPHEN T.WINN /s/ Stephen T. Winn 03/26/2020
/s/ Jeb Terry Jr., Managing Director, Mirasol Capital, LLC 03/26/2020
/s/ Jeb Terry Jr., President and Chief Executive Officer, Elevate Entertainment Holdings Inc. 03/26/2020
/s/ Jeb Terry Jr., President and Chief Executive Officer, Elevate Entertainment Inc. 03/26/2020
/s/ Jeb Terry Jr., President and Chief Executive Officer, Elevate Acquisition Corporation 03/26/2020
** 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).
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