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
NORTH AMERICAN TECHNOLOGIES GROUP INC /TX/ [ NATK ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/01/2006 | ||||||||||||||||||||||||||
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 | 01/01/2006 | J(1) | 53,925 | A | $0.19 | 6,140,991 | I | As Managing Director of Midsummer Capital, LLC, the investment manager to Midsummer Investment, Ltd | ||
Common Stock | 04/01/2006 | J(2) | 139,585 | A | $0.16 | 6,280,576 | I | As Managing Director of Midsummer Capital, LLC, the investment manager to Midsummer Investment, Ltd | ||
Common Stock | 05/24/2006 | P | 112,739 | A | $0.47 | 6,393,315 | I | As Managing Director of Midsummer Capital, LLC, the investment manager to Midsummer Investment, Ltd | ||
Common Stock | 07/01/2006 | J(4) | 55,421 | A | $0.45 | 6,448,736 | I | As Managing Director of Midsummer Capital, LLC, the investment manager to Midsummer Investment, Ltd |
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 | ||||||||
Convertible Subordinated Debenture | $0.15 | 05/09/2006 | P | $214,015.2 | 05/09/2006 | 12/31/2006 | Common Stock | $214,015.2 | $214,015.2 | $927,399.2 | I | As Managing Director of Midsummer Capital, LLC, the investment manager to Midsummer Investment, Ltd | |||
Common Stock Purchase Warrant | $0.18 | 05/09/2006 | P | 272,839 | 05/09/2006 | 05/09/2009 | Common Stock | 272,840 | (3) | 1,182,304 | I | As Managing Director of Midsummer Capital, LLC, the investment manager to Midsummer Investment, Ltd | |||
Common Stock Purchase Warrants | $0.18 | 12/30/2005 | 12/30/2008 | Common Stock | 909,465(5) | 1,182,304 | I | As Managing Director of Midsummer Capital, LLC, the investment manager to Midsummer Investment, Ltd |
Explanation of Responses: |
1. The 7% Convertible Debenture issued on July 7, 2005 by North American Technologies, Inc. ("NATK") to Midsummer Investment Ltd. ("MidSummer") allows NATK to make quarterly interest payments to the holder by issuing shares of Common Stock. Pursuant to that Debenture, MidSummer was issued 53,925 shares of Common Stock effective January 1, 2006 in lieu of $10,107.22 in interest. |
2. The 7% Convertible Debenture issued on December 30, 2005 by NATK to MidSummer also allows NATK to make quarterly interest payments to the holder by issuing shares of Common Stock. Pursuant to the July 7 and December 30, 2005 Debentures, MidSummer was issued an aggregate of 139,585 shares of Common Stock effective April 1, 2006 in lieu of $22,096.28 in interest. |
3. Pursuant to the Securities Purchase Agreement between NATK and MidSummer dated December 28, 2005, on May 9, 2006, NATK issued to MidSummer a 7% Convertible Debenture and a three year common stock purchase warrant for the payment by MidSummer to NATK of $214,015.20 in cash. |
4. Pursuant to the Debentures issued on July 7, 2005, December 30, 2005 and May 9, 2006, MidSummer was issued an aggregate of 55,421 shares of Common Stock in lieu of an aggregate of $24,828.61 in interest due under those Debentures. |
5. The number of common stock purchase warrants was erroneously reported on Form 3 as 916,475 and is amended by this filing. |
/s/ Scott D. Kaufman | 07/20/2006 | |
** 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. |